Along Came A Spider
by WildDogJJ
Summary: The first story in my own version of the "Spider-Man" universe. Seventeen year old Peter Parker was just a scrawny science nerd whose life is not the least bit interesting. Then, one day he was bitten by a mutant spider and everything changed.
1. Chapter 1

**"Along Came a Spider"**

 **by**

 **WildDogJJ**

Seventeen year old Peter Parker was just a typical science nerd. Standing at a less than imposing 5 feet, six inches he was so scrawny that he not only looked like puberty had completely passed him by but, at only 98 pounds, a light gust of wind was all it would take to knock him flat on his ass. He had lousy fashion sense, typically wearing T-shirts with superheros or science slogans on them and jeans that no other teenager wore since the nineties. He had a boyishly cute face with inviting brown eyes that girls would probably find handsome. Too bad the coke bottle glasses drew attention away from it. He only had two friends his own age. The rest of his peers thought him such a loser that just talking to him would be social suicide. He lived with his aunt May and uncle Ben. His parents, Richard and Mary Parker, both died when he was so young that he barely remembers them. After their deaths Peter was sent to live with Richard's brother, Ben, and Ben's own wife, May, in Queens.

It wasn't all bad. Ben and May loved Peter as if he were their own. The family lived in a cramped two-story house in the Forest Hills section of Queens. Ben worked as an electrician while May volunteered for various local charities. They didn't have a lot of money, but it was enough and the family never wanted for anything. One thing Ben and May drilled into Peter from day one was the importance of always doing the right thing. Ben was overly fond of saying "With great power comes great responsibility", a lesson young Peter took to heart. They also encouraged Peter's almost obsessive interest in all things science.

It was a Monday morning and they were all at the table eating breakfast. Ben was a large man of about fifty. His middle aged pot belly and friendly demeanor so disarming you just couldn't help liking the guy. May, also fifty, was a petite woman whose auburn hair was just starting to gray. She loved her husband and thought of Peter as more her son than her nephew. Ben and May had no children of their own. A severe infection during her early twenties having rendered her sterile. Ben didn't care that they would never be parents and married her anyway. They still became parents, in a way, since they took Peter in when he was only five years old. It was a very loving family.

"So, Pete," asked Ben, "Is today the day of that field trip?"

Peter answered "Tomorrow."

Peter was looking forward to an upcoming field trip to Osborn labs. He was a science geek, after all. He wasn't looking forward to the rest of the week, though. School mostly consisted of being taunted or ignored by the other kids. He only had two friends, one of whom kept the fact that they were friends a secret.

Peter finished his breakfast, picked up his backpack, and started toward the door.

May said "Have a nice day at school, Peter."

Peter deadpanned "Not that it ever works, but I'll try."

He waved and went out the door.

"Ben," said May.

"Yes."

May said "I worry about Peter. He only has two friends. He must be terribly lonely."

Ben said "High school wasn't the best time of my life either. At least he has two friends to help him through it."

May said "I wish he'd ask Anna's daughter out. A girlfriend would help his confidence."

Ben said "Makes sense. After all, Mary Jane Watson's over here so much you'd think she lived here instead of next door."

* * *

 **Meanwhile, outside...**

Peter exited the house to find one of his two friends waiting for him. Seventeen year old Harry Osborn did not look like the kind of kid who'd hang out with a science nerd. He had neatly styled brown hair, wore designer clothes and had such a perfectly chisled face that you'd think every girl in school would be all over him. Despite the movie star looks he was just as much of an outcast as Peter. His father was Norman Osborn, founder, chairman and CEO of Osborn Industries. As such, Harry's family was stupid rich. This did not endear him to the blue collar and middle class kids who composed the bulk of the student body at Midtown High. He and Peter have been friends since freshman year (after Harry got himself kicked out of prep school).

"Yo, Pete," said Harry, "You ready to go?"

Peter said "Ready as I'll ever be."

The two boys began walking as they talked.

Harry said "Hey, Pete, can I ask you a question?"

Peter teased "You just did."

With a laugh, Harry said "Touche, dude."

Peter said "What do you wanna know?"

Harry said "Have you seen Liz Allen lately?"

Rolling his eyes, Peter said "Duh, Harry. She's the head cheerleader."

Harry said "She's also a mega hot blonde."

Peter said "Way to state the obvious. What's this about?"

Harry asked "You think she'd say yes if I asked her out?"

Peter said "No, but her tool of a boyfriend would totally kick your ass."

Harry said "Come on, I'm rich, I'm handsome. Why wouldn't she date me?"

Peter said "One, she's dating the quarterback. Two, your only friend is Midtown High's resident dork. Three, Flash is such a gorilla that he'd pound you into a locker just for looking at Liz."

Harry said "True, but I can dream."

Peter said "That's all either of us can do when it comes to girls."

Harry asked "So that's why you never asked out Mary Jane?"

Peter said "Yeah."

Harry said "Dude, she's supremodel hot. And, unlike the other popular girls, she actually hangs out with us sometimes."

Peter said "When none of her 'cool' friends are around, you mean. We're just friends."

Harry said "She likes you, I can tell."

Peter said "Of course she likes me. We've been friends since, well, always."

Harry said "She likes you as more than a friend, I can tell."

Peter said "What are you, a mind reader?"

Harry decided not to press the issue. He thought _For a genius, you can be so clueless._

* * *

 **Meanwhile, in Manhattan...**

A large building that says "Osborn" in huge letters on the front is part of the New York skyline. Inside of a lab in the building a general is being given a tour. The general is a tall man with a face that perpetually scowls. The entourage includes the company's founder and chairman/CEO Norman Osborn. Norman looks like a forty-something version of Harry. The tour is being led by a short balding man in a lab coat. His name is Dr. Stromm.

"As you can see," said Dr. Stromm, "Our project is proceeding on schedule. The War Glider is now fully operational."

They watch as a man rides what looks like a jet powered hover board. The general said "What about the other part of the project?"

Norman said "Dr. Stromm, explain our progress with the Super Soldier Serum."

Dr. Stromm said "We started with a base formula for the serum Dr. Erskine used in World War II to create Captain America. Since the original formula was never committed to paper we had to fill in gaps in the information. We tested this base formula on spiders. Aside from growing to an unnaturally large size the spiders showed no effects."

Losing his patience, the general said "And?"

Dr. Stromm said "We went back to the drawing board and found a workable formula which we tested on rodents. The rodents displayed a massive increase in strenght, speed and stamina. The increase was well beyond what can be achieved by natural means."

Norman said "What Dr. Stromm is saying, general, is that we've successfully recreated the Super Soldier Serum."

The general, disbelieving, said "That remains to be seen, Mr. Osborn. Were their any side effects?"

Dr. Stromm said "In one trial..."

Norman interrupted "That was just an abberation. Nothing to be concerned about."

The general said "Any chemical that'll be used to make our men in uniform superhuman is ALWAYS something to be concerned, Mr. Osborn. Dr. Stromm, what were the side effects?"

Dr. Stromm said "Aggression, violence and lack of rear. In short, the rats displayed symptoms of psychosis. To put it another way, it made those animals insane."

A visibly nervous Norman said "That was just one test."

Adamant, Dr. Stromm said "We need to rework the formula."

The general looks displeased.

* * *

 **Norman's office, a short time later...**

Norman is giving Dr. Stromm a world class ass chewing.

"REWORK THE WHOLE FORMULA!? Dr. Stromm, what the hell!?"

Dr. Stromm said "You rather we turn someone into a superhuman psychopath?"

Norman growled "I'd rather we not lose a lucurative military contract just because you worry too much. How long will it take?"

Dr. Stromm said "Six months."

Norman shouted "ARE YOU KIDDING ME!? Get it done in two weeks."

Dr. Stromm said "But, Mr. Osborn..."

"DO IT, OR I'LL FIRE YOUR ASS AND BLACK BALL YOU SO HARD YOU WON'T BE ABLE TO GET A JOB FLIPPING BURGERS!"

* * *

 **Meanwhile, in Queens...**

Midtown High is your typical high school, complete with a student body segregated into cliques based on whether or not you're "cool". Peter Parker was at the bottom of the totem pole. He was approaching his locker and dismayed that someone taped a note that said "LOSER" in all capital letters. Tearing the note down, Peter opened the locker to get some books out when...

"HEY, SHRIMP!"

Peter knew that voice all too well. He turned around to find a bunch of guys in varsity jackets standing behind them, the leader of whom has made it his personal mission to make Peter's life hell.

Eugene "Flash" Thompson was a towering six feet with blonde hair, a perfectly chisled face and muscles like a total juice head. He was the star quarterback and captain of the wrestling team. He was at the top of Midtown High's pecking order and loved to throw his weight around. Peter had the misfortune of being his favorite target.

Peter sighed "What do you want, Flash?"

Flash said "Watch that tone, Puny Parker, or I'll give you a wedgie you won't forget."

Peter looked around and saw Flash's buddies barring all avenues of escape. He immediately resigned himself to the abuse he was about to take.

"Sorry. What's up?"

Flash said "You got my geometry homework, small fry?"

Peter said "No, but I have my own."

Flash backhanded Peter so hard that his glasses fell off.

"Look, shrimp, I need to practice football plays. I don't have time for brainy stuff. You know the deal. You do my homework for me, I cut you a break."

Peter said "Maybe I want something more than just a break."

Flash smiled.

"Never mind. No hard feelings?"

Peter was shocked. Flash was just letting this slide!?

"I...I guess."

Flash said "Cool!"

He patted Peter on the back so hard that his glasses fell off again. Afterwards, Flash and his buddies began to walk off.

"Later, loser."

Peter picked up his glasses and put them back on. No sooner had he done that when one of the other students ran up behind him and kicked him in the rear so hard that his glasses fell off again. Once the glasses were back on Peter just had one thought.

 _Flash taped a "Kick Me" sign on my back, didn't he?_

* * *

 **The lunchroom, an hour later...**

Peter and Harry are eating lunch alone at the 'unpopular' table, as usual.

Harry said "Hey, Pete, what's up?"

Peter hands Harry the 'Kick Me' sign that Flash taped on his back earlier.

"That's what's up?"

Harry said "Flash?"

Peter said "That's what I get for refusing to do his homework for him."

Harry shoots a hostile glance at the 'popular' table where Flash and his buddies are eating. On one side of Flash is a very attractive blonde with blue eyes and a tan. Her name is Liz Allen. She's the head cheerleader and Flash's girlfriend. Peter's eyes move from Flash and Liz to another group of popular kids. This group of girls were incredibly attractive and dressed in the latest styles. They were Midtown High's version of mean girl squads such as "The Palstics" from "Mean Girls" and "The Fashion Club" from Daria. Their leader was a stunningly beautiful brunette named Betty Brant. She was the queen bee of the group. Peter cast a brief glance at her before staring at another girl in the group. The one who was not a shallow airhead like the rest.

Mary Jane Watson was without a doubt the most attractive and popular girl at Midtown High. Her red hair, flawless face, perfect body and beautiful green eyes were the stuff of magazines and catwalks. She had no shortage of friends and admirers. Every guy in school wanted to date her and every girl in school wanted to be her friend. Peter's gaze lingered on her and his heart skipped a beat. He'd never admit it, but he had a huge crush on her. She was the other friend Peter had, the one who's friendship with Peter was a secret.

When Peter was first sent to live with his aunt and uncle he was shy and quiet. He was a stranger in a strange place. He noticed that the family next door included a pretty red haired girl who was his age. One day at school, she actually talked to him. Her name was Mary Jane Watson. At first, Peter was a little annoyed. He just wanted to be left alone but Mary Jane kept following him around wanting to play with him. After a few weeks of this, he finally talked to her. The two kids immediately his it off. Peter and 'MJ', as everyone called her for short, were soon BFFs. Throughout elementary school they were totally inseperable. Once, in third grade, she even beat up the class bully for picking on him.

Things changed in middle school, however. He became a total science nerd while she fell in with the popular crowd. Despite this, they would still hang out. In high school they continued with this unlikely friendship. It was actually Peter's idea to keep the fact that they were besties a secret. Around her other friends, MJ would pretend that Peter was just 'that boy who lives next door' but whenever the opportunity presented itself she'd ditch her popular friends to hang out with him.

Peter's gaze lingered on MJ a little too long. Harry decided to snap him out of it.

"Yo, Earth to Pete."

Peter immediately came out of his trance.

"Sorry."

Harry said "You know it's only a matter of time before the jocks catch you staring at MJ and kick your ass, right?"

Peter looked away and sighed. If he'd kept looking, however, he would've caught MJ now staring at him. She visibly felt bad.

 _It's not fair_ she thought, _If they knew Peter like I do my other friends wouldn't be so mean to him._

* * *

 **Osborn Labs, the next day...**

A science class from Midtown High was being given a tour as part of a field trip. The class included Peter, MJ and Harry. Since none of MJ's other friends were in this class she was openly hanging out with Peter and Harry.

"Peter," she said, "I saw you staring at me at lunch yesterday."

Peter immediately blushed with embarrassment. Harry said "I warned you, Pete."

Peter said "I'm sorry, MJ. I didn't mean to."

With a reassuring smile, the beautiful red head said "It's okay. I was flattered. Why don't you come sit with us some time?"

Peter said "Because your friends would laugh me out of town if I tried. That's if Flash and his goons don't pound me into the floor first."

MJ said "Peter, you know what your problem is?"

Peter said "I'm a nerd and people don't like nerds."

MJ said "That's not true. Me and Harry like you. You're problem is that you don't have any confidence. You need to believe in yourself. I know my other friends would warm up to you if they knew the real you."

Peter felt good hearing that. MJ always knew how to cheer him up. Seeing Peter feel better made her feel better as well. When he smiled she hoped no one noticed her blush. Just as Peter wouldn't admit to liking MJ as more than just a friend MJ couldn't bring herself to admit that she felt the same way about Peter.

Unbeknownst to the class there was a spider in their midst. This spider was no ordinary spider, however. It was one of the spiders from the top secret project to recreate the Super Soldier Serum. It was even bigger than a tarantula due to having been mutated by the experiments. It was crawling down a web line right towards Peter.

Norman Osborn approached the class.

"Hello, students, and welcome to Osborn labs." he pointed out Harry and added "Hi, son."

Now it was Harry's turn to blush as the other students snickered. Norman said "Here at Osborn Labs we are at the cutting edge of scientific research. Building a better tomorrow, today. That's our motto. Now..."

As Norman continued his lecture, the mutant spider landed on Peter's shoulder. He was too engrossed in the lecture to notice. The spider crawled down Peter's arm. It soon was on the back of his hand. Peter now felt it.

"What the..!?"

As he moved his hand to look the spider was startled. It immediately bit him.

"OWWWWW!"

Peter swung his arm violently. The spider released Peter from it's bite and landed on MJ's shirt.

"OHMYGOD!"

She immediately flung the spider off of her before it could bite her as well. No one saw where the spider went after that. Only Peter and MJ had actually seen the spider. Everyone else only heard the commotion. Peter immediately grabbed his hand and covered the bite mark.

Norman asked "Is there a problem?"

MJ said "Yes , a huge.."

"Pen!" Peter interrupted, "I accidentally stuck myself with a pen. Um...Sorry about that."

No one thought any more about it. Norman resumed his lecture while MJ looks at Peter with great concern.

* * *

 **The Parker residence, that evening...**

Peter was in his room looking at the mark on his left hand. It was massive, and it was swelling.

"Peter!" he heard his aunt May call out from downstairs, "Are you all right?"

Peter called back "I'm fine, Aunt May. What's going on?"

May called "You have a visitor."

"Send them up."

Less than a minute later the door opened and Mary Jane came in.

"Peter," she said, "What's going on?"

Putting up a front, Peter said "Nothing. I...um...I just was...uh...embarrassed...yeah...embarrassed that a spider freaked me out."

With concern in her voice, MJ said "You really suck at lying. Come on, tell me the truth. I thought we had the kind of friendship where we could tell each other anything."

Feeling guilty, Peter admitted "That monster spider bit me."

He shows MJ his marked and swollen hand. Her eyes go wide.

"Are you crazy!? You need to see a doctor."

Peter said "Don't worry. It looks a lot worse than it is. I'm fine."

Suddenly, he feels extremely dizzy. He almost collapses but MJ catches him.

"You're not fine, Peter. What if that spider was poisonous?"

Peter weakly said "All spiders are poisonous, MJ. But it wasn't a black widow or a brown recluse. Those are the only ones potentially fatal to humans."

MJ said "Okay, so you're not dying. You're still sick."

Peter said "No, I...". He nearly fell again as he tried to stand up.

"Okay, I am sick."

MJ said "I'm telling you're aunt and uncle. You need to see a doctor."

Peter pleaded "Please, don't tell them about the spider. I don't want them to worry."

MJ said "Fine, but you're still sick. I'll be back in a few minutes."

Peter asked "Where are you going?"

MJ said "Duh, Pete. You're sick and it's dinner time. I'll tell your aunt and uncle you aren't feeling well. I'm also gonna ask to spend the night."

Peter asked "Why?"

MJ said "Because you're my best friend and I'm not leaving until I'm sure you're okay."

Peter decided not to argue. As she walked out the door MJ said "I'll also bring up some DVD's. If you're up for it we can watch cheesy movies like we did when we were little."

She was about to leave when...

"MJ."

She turned around to find Peter smiling. His smile made her feel all warm and fuzzy.

"Thanks."

"Don't mention it, Pete. You just rest up and I'll be right back."

Peter thought _Why is she always so worried about me._

MJ thought _Dammit, MJ. Why can't I tell him I worry because I love him._


	2. With Great Power

**Chapter 2**

 **"With Great Power"**

The next two days were somewhat agonizing. Peter was bitten by some spider that was clearly the result of some weird experiment. He wasn't dying but at times it sure felt like it. He was completely bed ridden. Everytime he tried to eat something he'd vomit. Everytime he tried to stand up he'd feel dizzy and collapse. Aunt May and Uncle Ben were, of course, worried. Peter tried to reassure them. At least they weren't so panicked as to take him to a doctors office.

Harry and MJ frequently come by to check on him, especially MJ. One or both of them were in each of his classes so they would take notes for him in school and bring by his schoolwork. The first night he was sick MJ even slept over. She did that a lot over the years. May and Ben allowed it because they knew Peter and Mary Jane were good kids who wouldn't try any funny business while they were in the house. Her own parents were too busy fighting to even notice that she was gone.

To any outside observer Mary Jane Watson looked like she had it all. She was the most attractive and popular girl at Midtown High. Every boy wanted her and every girl wanted to be her. Appearences, in this case, were very decieving. Her father, Phillip Watson, was the walking definition of uber-asshole. He was a bitter man with a violent temper made worse by his drinking. He would mentally, and sometimes physically, abuse both his wife and daughter. Her mother, Anna, was a kind and loving woman but years of being married to Phillip had broken her spirit to the point where she let him walk all over her and Mary Jane. Thank God for Peter. Her friendship with him was what kept her sane all these years. One of the reasons Mary Jane and Peter were so close is because his home was her sanctuary. When she was with him it felt like all of her problems just magically went away. Small wonder that over the years her feelings of friendship evolved into something more. Yes, she was helping take care of Peter because she was worried about his well bieng but she probably would be spending a lot of time with him if he were perfectly fine too. It was better than the screaming, cursing and shattered dishes that always awaited her at her own home.

One the morning of the third day Peter woke up feeling great. He felt completely rejuvenated. He sprang out of bed with more energy than he felt in a long time. _The last time I felt this energetic_ he thought _was when Aunt May and Uncle Ben took me on a surprise trip to Disney World when I was 8._ He walked over to the mirror and recieved a pleasant surprise. He'd only been wearing boxer shorts and now saw his shirtless torso in the mirror. Instead of stick arms and a build so skinny as to show his ribs he now had muscles. He wasn't super ripped, he didn't look jacked up on roids, but he had muscles with clear definition. He even had six pack abs.

 _Dude, I look like a buff stud!_

Peter admired his new body in the mirror. He then noticed something else: he wasn't wearing his glasses. He wasn't wearing glasses and he could see just fine. His face still looked boyish but it was handsome, made moreso by the fact that his glasses no longer hid his eyes.

"Peter," May called from downstairs, "How are you feeling, dear?"

Peter said "I feel...fine." _The girls would totally go wild if they could see me now._

Later, after he'd showered and dressed, Peter was at the table having breakfast. He was having seconds and thirds of everything. This did not go unnoticed.

"Well, well, well," said Ben, "Someone's got their appetite back."

With relief in her voice, May said "I'm so glad you're feeling better, Peter."

Peter said "I feel great."

May, with motherly concern, warned "Just don't overdo it, dear. You don't want to have a relapse."

Peter said "Don't worry, I won't."

Ben said "Ah, The vigor of youth."

* * *

 **Midtown high, later...**

Peter was in the cafeteria having lunch. Harry sat next to him and said "Well, someone's feeling better."

Peter said "Are you kidding? I woke up feeling like a million bucks."

Harry briefly glanced at MJ, eating with her other friends at the 'cool' table, before turning his attention back to Peter. He had a teasing smile on his face.

"I can't imagine why."

Peter asked "What's that supposed to mean?"

Harry said "Come on, Pete. You know."

Peter said "Actually, I don't."

Harry said "Come on, dude. For the past three days MJ's been spending all of her free time at your house."

Peter said "Because she lives next door, I was sick and she was worried about me."

Harry said "Come on, dude. Don't seriously tell me you didn't seal the deal with her."

Now a little annoyed, Peter said "We're just friends."

Harry said "Not that either of you would have a problem being more."

Peter said "I suddenly want something bad to happen to you."

With a chuckle, Harry said "Come on, bud. You and MJ are totally crushing on each other. It's so obvious a blind man could see it."

At this point, Peter glanced over at the 'cool' table. This time, he didn't care if anyone caught him staring.

At the table, MJ was in the usual conversation with her other friends, all of whom were jocks, cheerleaders and shallow mean girls.

Betty said "...so I said 'no way would I date a guy with such a lame car'."

Laughing, Liz said "That's so cool, Betty."

MJ, putting on her best poker face, said "Yeah, cool." _If by 'cool' you mean incredibly stuck up and pretentious._

At this point, MJ saw Peter staring. She immediately stared back and waved. She fervently hoped this would be the day he finally worked up the courage to actually come over and hang out with them. Before she could signal him over, however...

"Earth to MJ." said Betty.

This snapped MJ out of her trance. Before she could say anything Liz said "Why is that geek Parker staring at us?"

MJ wanted to say that so-called 'geek' was actually her best friend and tell her other friends to stop treating him like a lower form of life but she chickened out.

"I..um...I really don't know."

At that moment, Peter suddenly felt a tingling sensation in his head. It was so strong that he looked in the direction of where this tingle felt the most intense. Flash Thompson was giving him a VERY hostile glance.

* * *

 **That afternoon...**

Peter was walking home from school when he heard a familiar, angelic voice call out to him.

"Hey, Peter, wait up."

Mary Jane walked right up to him. Peter asked "Where's the cool club?"

MJ said "I ditched them. I'd rather spend some time with you."

Peter was about to tell her what her other friends would think if they saw them walking together but MJ gave him a cute, pleading look. He never could say no to her when she looked at him like that. As they walked together he said "I'm sorry I was leering at you today."

With a warm smile, MJ said "I'm not."

Peter gave her a questioning look.

MJ said "I wish you'd sit with us sometime."

Peter said "MJ, all your other friends hate me."

MJ said "So I should just keep pretending I don't know you just because my other friends don't know just how amazing you are?"

Peter said "MJ, we both know how it works. They find out you're secretly friends with the biggest geek in school and you can pretty much kiss your popularity goodbye."

 _Which is unfair on so many levels_ MJ thought as she said "I guess. I don't have to like it, though."

Wanting to change the subject, Peter said "So, how are you otherwise?"

MJ said "A little worried about you. You seemed pretty out of it these last few days."

Peter said "You didn't have to blow off your other friends just to keep an eye on me."

MJ said "No, I didn't have to. I wanted to."

Peter asked "Why?"

MJ answered "Duh, Pete, you're my best friend. Heck, sometimes it feels like you're my only friend."

Peter said "That can't possibly be true."

MJ said "Well, you are pretty much the only one at school who knows the real me. That's why I wish you'd hang out with us. You're a great guy, Peter. It sucks that I'm the only one who knows just how wonderful you really are."

Peter said "Well, maybe after high school. When I'm studying to be a scientist and you're breaking into modeling."

MJ said "Me, a model! No way!"

Peter said "Well, you definitely have the looks for it."

She hoped he didn't notice her blushing as she said "Thanks. Funny thing about looks, though, they don't last forever. I wanna be known for more than just a pretty face and sexy body."

Genuinely interested, Peter asked "What do you wanna do after we graduate?"

MJ said "Go to college. Study journalism and education."

Peter asked "Major and minor?"

"Double major."

Impressed, Peter said "Ambitious, and gutsy."

MJ said "Thanks. I wanna either be a crusading journalist or a teacher who actually cares. What about you?"

Peter said "College. Study something like chemistry or computer science. Maybe go so far as to earn a doctorate."

MJ said "Cool."

Surprised, Peter said "You think so?"

"Of course."

Without thinking, she put her arm around him. She was stunned by what she felt under his shirt.

"Whoa!"

"What?"

MJ said "You have muscles. You always told me you were ashamed of being so scrawny, but you're actually pretty buff. You really need to work on your confidence."

Peter wanted to say something but couldn't think of the words. He and Mary Jane started to get lost in each others eyes.

She said "Where are your glasses?"

He said "I don't need them anymore."

MJ said "You have beautiful eyes."

Peter said "So do you, MJ. So do you."

They were once again at a loss for words as their faces inched closer together. The urge to kiss was suddenly overwhelming. Their lips were almost touching when he felt it again. The same tingling sensation in his skull that he had earlier at lunch when Flash was giving him that menacing look. This time it was accompanied by an overwhelming urge to move over to one side or the other and shove MJ to the side as well. The urge was so strong that he immediately did it, shoving MJ off to one side as he slid to the other. Just in time to avoid being grabded from behind by Flash Thompson.

Flash, accompanied by his jock buddies, towered over Peter and looked ready to kill.

"What do you think you're doing, you perv?" Flash growled.

Peter said "Walking home."

Flash said "And sexually harrassing a girl who's way too good for you."

It was obvious that Flash didn't see that MJ wanted to kiss Peter as well. He only saw the class loser trying to plant one on the most popular girl in school and assumed he was coming to the rescue.

MJ said "Flash, stop it. He didn't do anything."

Ignoring her, Flash said "Time for an ass kicking, Parker."

He threw a punch which Peter easily dodged, to everyones surprise.

Peter said "Flash, it's just a misunderstanding."

Flash snarled "So's my fist breaking your face, loser!"

MJ shouted "FLASH, STOP IT!"

Too focused on Peter to notice MJ, Flash threw another punch. Peter dodged this one with ease as well. Flash was so hell bent on throwing Peter a beating that he was deaf to MJ's cries for him to stop. It didn't help that his buddies were egging him on. MJ's cries of "STOP IT!" and "LEAVE HIM ALONE!" were drowned out by cheers of "WAY TO GO FLASH!" and "KICK HIS ASS, MAN!"

Finally, Flash threw a powerful right punch that Peter easily blocked with his left hand. Flash tried charging at Peter like a rampaging bull only for Peter to knock him back as if it were nothing. Seeing that he needed some help, two of Flash's buddies tried to tackle Peter from behind. Peter leapt up and did a mid air back flip over their heads. He landed perfectly behind them. MJ stoped screaming as the sight of this had stunned her speechless.

Flash charged at Peter with the intention of slamming him to the ground. Peter immediately threw a punch. His fist hit Flash so hard that he flew back through the air and crashed into a trash can. His buddies ran over and were amazed by what they found. Flash had been knocked unconscious. Suddenly, Peter felt the tingle again. Two of Flash's buddies looked at Peter with bloodlust in their eyes.

"YOU'RE DEAD, LOSER!"

Finding her voice, MJ shouted "PETER, RUN!"

Peter immediately turned and ran as the two bullies gave chase. He ran around a corner into an alley as the bullies pursued him. The bullies, meanwhile, were not sure what was weirder, Peter taking out Flash in one punch or the fact that he could run fast enough to make the track team look like a bunch of cripples. Peter knew he couldn't keep this up. The two guys were running backs who did track during the off season. Desperate, Peter let his instincts take over. He jumped up and seemed almost suspended in mid air. He watched as the bullies ran beneath him...five stories beneath him.

The danger was over. As Peter calmed down he noticed that he was still high up and haden't come down. That's when he recieved his next shock. He was sticking to the side of a building by his hands and feet.

"No way!"

He turned around and continued to cling to the wall. He was five stories up and had two more stories to go until the roof. He took his right hand off of the wall and placed it higher up. He repeated the process with his left hand, then each of his legs. He was actually crawling up the side of a building.

"This...is...AWESOME!"

He reached the roof and crawled up. He was so high on excitement that he didn't notice a slight tingle in his skull as someone was watching.

* * *

 **A few minutes earlier...**

"PETER, RUN!"

MJ was relieved when he did as she said. Relief gave way to fear as two of the guys chased after him. She now had just one thought.

 _THAT'S IT! I'M SICK OF LOOKING THE OTHER WAY WHILE EVERYONE PUSHES MY BEST FRIEND AROUND!_

MJ immediately ran after the bullies that were chasing Peter, fully intending to give them a piece of her mind when she caught up with them. Suddenly, she stopped dead in her tracks and forgot the bullies. Something beyond belief now had her attention. There was Peter, sticking to the wall five stories above the ground. Her jaw almost fell to the pavement as she gasped in shock.

"no...freaking...way!"

She stared in amazement as Peter crawled up the wall. She saw him go on to the roof. Next, she saw him leap from one roof too another as if it were nothing. One leap covered two buildings. It wasn't long before Mary Jane lost sight of him. She stared for a full minute. Finally, she spoke.

"That...was...sooo...COOL!"

Her shocked expression now gave way to an excited smile.

* * *

 **Parker residence, evening...**

Peter sat alone in his room contemplating the situation.

 _I got bitten by a monster spider and now not only do I have muscles and perfect eyesight but I can do things no other human being can do. How cool is this? I can stick to walls, jump incredible heights and distances, sense danger and I was even strong enough to lift a parked car like it was nothing._

He tried to figure out where these new abilities came from. It was immediately obvious.

 _Osborn Labs was doing some kind of experiment that involved mutating spiders. One of the subjects of the experiment got out and bit me. The poison from the bite must've mutated me too. It's the only possible explanation._

Peter grinned as other possibilities occured to him.

 _I could really cash in on this. YouTube videos, TV appearences, the whole thing. With these powers I could become rich and famous._

He started to think of nicknames.

 _Peter Parker, the boy wonder...God, that's cheesy. The Human Spider...that's a possibility. No, that's lame. Peter Parker, the Incredible...no...theSpectacular...no..._

He remembered what MJ said.

" _my other friends don't know just how amazing you are"_

That's when it hit him.

 _The Amazing Spider-Man_

Satisfied, he now tried to think of a way to reveal himself.

 _Something big. Something that a lot of people will see at once._

Peter looked at the latest issue of The Daily Bugle. Something in the classified section caught his eye. An ad that read...

 **Amateur Night At Madison Square Garden**

Do you have what it takes to tackle a real professional wrestler? Find out this weekend. One Thousand Dollars to anyone who can last five minutes in the ring with wrestling sensation Super Stud. Beat a real wrestler in a locally televised event for fame and glory. Costumes a must.

Peter grinned. A locally televised wrestling match was the perfect venue for Spider-Man's debut.

* * *

 **Midtown High, the next day...**

School has just ended and Peter is at his locker getting his things. He's approached by Mary Jane.

"Hey, Pete."

Peter said "MJ, what's going on?"

MJ said "Well, I was...see...I was hoping...well...if you aren't doing anything Friday night maybe you'd like to...I dunno...see a movie with me."

Peter said "If I didn't know any better I'd think you just asked me out on a date."

MJ said "Well...you see..."

Peter, totally misreading MJ's signals, said "Relax, I'm kidding."

MJ was so nervous that she didn't think to correct him.

"Peter, if...well...if it was a date..." words escaped her. She'd accepted plenty of dates from jocks and pretty boys, but this was Peter. She was tongue tied because this time it was a guy she was interested in for more than just status points. Peter, on the other hand, thought she was afraid people would think she was romantically interested in him and that's why she was nervous. It simply didn't occur to him that she might actually be interested.

"I can't," he said, "I...um...I've got something to do."

MJ asked "What?"

Peter used the first excuse he could come up with.

"A science project...Yeah...for...um...extra credit. Maybe some other time."

He left before she could ask any questions.

 _Did he just blow me off to do homework?_

* * *

 **Madison Square Garden, Friday night...**

Peter walked into the venue in his street clothes with a duffel bag slung over his shoulder. The bag contained the costume he'd made for the event. He saw the sign up line for amateur night. When he reached the sheet a woman who was taking sign ups looked at his five foot six frame and struggled not to laugh.

"There's no featherweight divison, short stuff."

Peter said "I know, sign me up anyway."

The woman's jaw droped.

"You're serious!?"

Peter nodded.

"Fine," said the woman, "You understand that we are not legally responsible for any injuries you might, in your case will, sustain while participating in the event."

Peter said "I know the risks."

The woman handed him and said "Good luck, you'll need it."

* * *

 **Backstage area, a short time later...**

Peter has just changed into his costume. The ensemble was blue and red spandex with web patterns in the red portions, a small black spider emblem on his chest and a more cartoonish looking red spider on his back. The look was complemented by a red ski mask with the eye holes replaced by two large lenses that functioned like two-way mirrors. He could see out but no one could see in. He walked to a mirror to check himself out. He liked how the costume was tight enough to show off his muscles.

 _It chafes a little on the crotch, my nuts feel like they're in a vice. Still, I look like a total badass._

* * *

 **The arena, a short time later...**

The announcer, who looked like Vince McMahon in shades was doing the introductions.

"Ladies and gentlemen, welcome to amateur night. In tonight's exhibition event amateurs will face off against a star pro wrestler. Whoever can last five minutes will win ten thousand dollars. And now lets meet our superstar. You know him, you love him, the ultimate man, the Tsar of Testosterone, The Master of Sex, God's Gift To Woman Kind...SUPER STUUUUUDDDDDDD!"

Super Stud stepped into the ring. He was massive. At least six foot four with muscles the size of watermelons. His costume was white spandex pants with ruby sequins and red sequinced boots. On the crotch was sparkling red lips opened like a woman's mouthe eager to recieve...something. He had long flowing blond hair and a chisled face. Taking the microphone, he said "Never fear, sexy ladies. Super Stud is here. The Prince of Pleasure."

* * *

Peter watched from behind the curtain as the ones before him each took their turns. Super Stud made short work of every single one of them. Finally, it was Peter's turn. The announcer walked to the curtain.

"Our next challenger is ready for his shot at glory and ten thousand dollars. Can he last five minutes in the ring with Super Stud? Let's find out. Ladies and gentlemen, I give you The Amaaaaziinnnnnng Spider-Man."

The curtain fell back. Peter, as Spider-Man, made his way to the ring. Nervous didn't even begin to describe how he was feeling. It didn't help that the divas taunted him all the way down to the ring. Peter stepped into the ring. Super Stud took the microphone.

"Well, well, well, what have we here? The Ultimate Man versus the Ultimate Insect."

Peter said "Spiders are arachnids, not insects."

Super Stud thought _Geez, if I didn't know any better I'd think he's a high school science geek._

The bell rang, signaling the start of the match. Super Stud immediately charged at Spider-Man. Spider-Man effortlessly leapt over the wrestler's head and landed on his feet with perfect balance. Super Stud charged again. This time, Peter leapt up and landed on top of him, forcing him to the floor. Peter felt he'd already won, but Super Stud threw him off. Peter felt like an idiot for that one. After all, his Spider Sense gave him ample warning.

* * *

 **Watson residence, Queens...**

Mary Jane was in her room watching TV. As she scrolled through the channels she was lost in thought.

 _The other day we almost kissed. He wanted to kiss me. I wanted him to kiss me. I've had a secret crush on him for so long. After we almost kissed I thought he felt the same way about me. How could I have been so stupid?_

She continued to surf through the channels.

 _I asked him out and acted like a total spaz. He blew me off like it was nothing. He even gave me an excuse that was totally lame._

Now, she looks sad.

 _I guess, to him, I am just a friend after all._

She stops on a channel. It happens to be televising the wrestling match at Madison Square Garden live. She's watching Spider-Man dodge all of Super Studs attacks. She read their names at the bottom of the screen.

 _Super Stud versus Spider-Man. Why does that spider guy seem so familiar?_

MJ watches Spider-Man's moves. They look just like the moves Peter used when Flash and his buddies jumped him the other day. When she saw Spider-Man dodge Super Stud by leaping so high he almost hit the rafters she noticed how it looked like when Peter dodged two of Flash's buddies. Too much like that. Realization hit her like a ton of bricks. Her jaw dropped and her eyes went wide.

 _Oh...my...GOD!_

"Peter!"

* * *

 **Madison Square Garden...**

Super Stud charges again. This time, Spider-Man grabs him by his belt buckle and raises him up over his own head, on one arm without even straining. As the crowd gasps in awe Spider-Man throws Super Stud to the ground so hard it shakes the whole ring. Super Stud gets up and charges at Spider-Man again. Spider-Man grabs him with both hands and lifts him up again. He then throws Super Stud down once more and leaps on top of him. He uses his spider strength to pin Super Stud down until the bell rings. Releasing his defeated opponent, Spider-Man raises his arms in triumph as the crowd goes wild. The announcer walks up to him.

"Ladies and gentlemen, our winner has done the impossible and defeated Super Stud. Let's hear it for The Amazing Spider-Man!"

The crowd shants.

"SPIDER-MAN! SPIDER-MAN! SPIDER-MAN!"

* * *

 **At the Watson house...**

Mary Jane is still watching the event on TV. She's so excited for Peter that she does a fist bump.

"Yes! I knew you could do it, Pete! I just knew it!"

* * *

 **Madison Square Garden, a short time later...**

Peter is in the event manager's office, still wearing his Spider-Man costume. The manager gives him a $50.

"Now get outta here, kid."

Disappointed, Peter said "Fifty bucks. The add said ten thousand."

The manager said "Yeah, for five minutes. You took him out in three."

Peter said "You lied to me!?"

Tha manager said "Way it goes, kid. Go cry to mommy."

Dejected, Peter walked out of the office. As soon as he left someone else came in. This man looked very rough around the edges. He had a shaved head, raggedy clothes and tattoos on his neck. He carried an empty bag with him. Throwing the bag on the desk the man pulled a gun out of his jacket and aimed it at the event manager.

"Put all your money in the bag, NOW!"

A minute later, Peter was still in the hallway when he heard the door to the office swing open. The armed robber ran out with all of the money.

The manager shouted to Peter "Stop him! He just robbed me at gunpoint!"

Peter, wanting to get even for being ripped off, let the thief run right by him and let him get away. Once the criminal was gone the manager got right in Peter's face.

"Jesus, whatsamattawitchu! You coulda taken that guy in one hit!"

Peter smugly said "Go cry to your mom about it."

With that, Peter walked away happy that the sleazy promoter had gotten his comeuppance. He promptly forgot about the whole thing as he went to the changing area to change out of his costume before going home.


	3. Comes Great Responsibility

**Chapter 3**

 **"...Comes Great Responsibility."**

Peter had just spent over an hour getting home. On his way to the changing room he was stopped multiple times by people who wanted either Spider-Man's autograph or to pose with him for a selfie. He was more to oblige as it was his first taste of popularity. He was finally able to change into his civillian clothes and leave without any fanfare as no one knew what he looked like without his costume.

He took the subway to Queens and walked the rest of the way home. He enjoyed the cool night air.

 _I can't believe it. I'm famous. No, Spider-Man's famous._

He immediately sighed.

 _I shouldn't have included a mask. No one knows it was me. I may be Spider-Man, eight wonder of the world, but as far as anyone I actually know is concerned I'm just Peter Parker. Maybe I should re-design the costume._

He soon reached his home and noticed something amiss. The house was surrounded by police cars and the family car was missing from the driveway. He walked over and noticed that there was also an ambulence parked in front of the house. Aunt May was crying on the porch. Peter was instantly worried. He walked up to her when a cop stopped him.

"Hey, kid, this is a crime scene."

May said "It's... _sob_...it's alright, officer. He's my nephew."

the officer let Peter go to his aunt.

"Aunt May, what happened?"

May looked at Peter with tears filling her eyes. She couldn't bring herself to say a word.

Peter asked "Where's Uncle Ben?"

Aunt May didn't answer but instead began to sob uncontrollably. A police officer approached the teen.

"Son," the cop said, "I'm afraid I have some very bad news."

"Why?" May sobbed, "Why Ben... _sniff_...Please, God... _choke_...Why him?"

She resumes her crying. Peter looked at the cop. He had a look in his eyes similar to that of a deer caught in the headlights.

The cop said "There was a home invasion. Your uncle tried to confront the intruder and...the intruder shot him. Your uncle's dead. I...I'm sorry."

Peter gasped in horror.

"Uncle Ben...No!"

the cop said "After shooting your uncle the intruder stole the car and drove off."

Peter said "What are you doing about it?"

The cop said "Look, son, I know this is hard and..."

Peter angrily snapped "WHAT ARE YOU DOING ABOUT IT!?"

Staying calm, the cop said "We put out a city wide APB."

Peter shouted "THAT'S IT! JESUS CHRIST, THIS GUY MURDERED MY UNCLE!"

Just then, a second cop approached.

"Hey, we've found him. He's on the Tribourough Bridge, heading into the Bronx."

Peter's eyes flashed with fierce determination as he ran into the house.

* * *

 **Peter's room, a short time later...**

Peter is changing into his Spider-Man costume. He's like a man possessed. Consumed by grief and rage.

 _This monster murdered my uncle. I'll see to it that he pays for what he did._

Peter slips the mask on. He then crawls out the window and leaps from roof to roof, assuming no one saw him since his spider sense wasn't tingling. He was wrong.

Mary Jane Watson watched him from her own bedroom window. She'd been in her room when it happened. She heard shouting coming from the Parker's house, followed by the sound of a gun going off. She saw the shadowy figure run from the house, brake into Ben's car and drive off. Then, she saw the police arrive. When she saw a body bag being loaded into the ambulence she gasped in horror as she knew what that meant. She was relieved to see May was alright. She knew Peter wasn't home. She was still devastated. Ben Parker had always been really nice to her. Sure, he could be a goofball at times, but he was a good guy. He didn't deserve what happened to him. Now, she saw Peter leaving the house as Spider-Man. As she watched him leap from roof to roof she wiped a stray tear from her cheek. She knew what Peter was going to try and do.

 _Please, Peter_ she thought, _Please be careful._

* * *

 **The South Bronx, a short time later...**

The cops are in hot pursuit of Ben Parker's stolen car. The criminal driving the car is wearing a ski mask to hide his face.

 _Damn cops. Gotta shake these pigs._

He was unaware that the cops weren't the only ones after him. Peter Parker, in his Spider-Man costume, was leaping from roof to roof in hot pursuit.

 _I need to come up with an easier way to go across the city. Some of those jumps were impossible even with my spider powers._

Peter leaps down and lands on the roof of Ben's car. The criminal hears the loud thud.

"WHAT THE HELL!?"

He pulls out his gun and shoots through the roof. Warned by his Spider-Sense Peter dodged the bullets with ease. He slid down onto the hood of the car. The criminal tried to knock Spider-Man off by swerving violently. Spider-Man punched through the windshield, shattering it to pieces. The criminal aimed his gun. Peter used his reflexes to snatch the gun right out of the mans hand. He gripped the weapon so hard that it warped the barrel. In desperation, the criminal swerved hard to the left. Spider-Man's spider sense kicked into overdrive. The costumed vigilante leapt off of the car. Less than a second later, it crashed through the front entrance of an abandoned building.

The criminal, terrified, exited the car and ran into the building as the cops surrounded the place. He went up to the second floor, less concerned about the cops than he was about the masked stranger who attacked him in the car.

 _Who, or what, was that thing!?_

Griped by fear, the criminal made his way through the building as best he could when...

"YOU!"

He looked up. There was Spider-Man clinging to the wall above him. The criminal was terrified.

"WHAT THE HELL ARE YOU!?"

Peter yelled back "I'm Spider-Man, and you're gonna PAY FOR WHAT YOU DID!"

Peter lept at the criminal. The criminal tried to run but Spider-Man leapt again and landed right in front of him.

"MURDERING SON OF A BITCH!"

Spider-Man grabded the thug and threw him across the room. He then lunged at the thug. Seized by fear, the thug grabded a wooden board to defend himself. Spider-Man snatched the board from the criminal and shattered it with his Spider-Strength. He then grabded the man and threw him up against the wall.

"DON'T HURT ME! FOR THE LOVE OF GOD, DON'T HURT ME!"

Spider-Man shouted "I SHOULD KILL YOU FOR WHAT YOU DID!"

"PLEASE, NO!"

"But first, I wanna see your face, you piece of shit!"

With that, Spider-Man pulled the thugs ski mask off. What he saw immediately made him gasp in shock and horror. He recognized this man. It was the armed robber from Madison Square Garden. The one he did nothing to stop.

"No!" said Spider-Man, "NOOOOOOOOOOOOOOOOOOO!"

He immediately released the man. The thug, seeing his chance, pulled out a knife. Peter's spider sense kicked in, followed by his kicking the knife right out of the thugs hand. He then punched the thug out.

Later, the cops would find the thug tied up and unconscious. Taped to him was a note that read...

"He's all yours.

Spider-Man."

* * *

 **Queens, later that night...**

Peter was in the back yard in his pajamas. He couldn't sleep, not after all of this.

 _It's my fault. Uncle Ben's death is all my fault._

Peter remembered his Uncle's favorite saying.

" _With great power comes great responsibility". I used my powers selfishly, and Uncle Ben died because of it. If only I'd stopped that guy when I first had the chance Uncle Ben would still be alive._

At that moment, he came to a decision.

 _I'm never letting this happen again. I'm going to use my new abilities to help people, to protect them. I'm going to honor Uncle Ben's memory by using my spider powers to protect the innocent. I owe him that much._

"Peter?"

Peter turned around to see Mary Jane standing behind him in her own pajamas.

"MJ, what's going on?"

MJ said "I just wanted you to know I'm sorry about what happened. Your uncle didn't deserve what happened to him."

Peter said "I know, MJ. I know."

MJ said "If you need someone to talk to, I'm here for you."

Peter said "Uncle Ben...it's my fault. I should've...I..."

He couldn't bring himself to say it.

MJ said "Peter, there's nothing you could've done."

Peter said "I wish that was true. I...I should've done something, anything."

MJ said "Peter, please don't blame yourself."

Peter said "I could've prevented it."

MJ said "How?"

Peter wanted to tell her the whole story, but he just couldn't do it.

MJ said "Peter, whatever you may think, you can't predict the future. All you can do is learn and move on."

Peter thought _It's scary how she always seems to know what I'm thinking._ as he said "Who said that?"

MJ said "Your uncle. He was such a great guy, Peter."

Tears welling in his eyes, Peter said "I know."

He immediately slumped down and started crying. Mary Jane knelt down next to him. She wrapped her arms around him and shed tears herself.

"It's okay, Peter. I'm here."

The two teens continued to cry for a long time while taking comfort in each other's arms.

 **The End.**

* * *

 **Next Time**

Peter struggles with his grief while Spider-Man faces his first super villain, a mad scientist with eight limbs.

 **Author Notes**

This is the first story in my own Spider-verse. It borrows elements from all continuities. This story in particular was largely influenced by both the 2002 movie and the original continuity. In terms of characterization I based Harry Osborn on the version from the 2002 movie. My version of Mary Jane Watson, as you can probably tell, is largely based on the one from Ultimate Spider-Man.


	4. The Tentacled Terror, Pt I

**Chapter 4**

 **"The Tentacled Terror, pt. I"**

Peter Parker was in his room conducting a little experiment. He took two large cuffs that were each fitted for his wrist. At the tip of each cuff was a tiny spout. The cuffs also had a latch that opened up. Peter next grabded what looked like a bunch of capsules.

 _I've finally done it. I've created a compound similar to a spiders natural webbing, only much stronger. Nothing can break it except time. One hour to be exact. Once exposed to open air it gradually weakens until it completely dissolves, makes it less likely I'll leave a trail to follow. Now, to try out the delivery system._

He loads the capsules into one of the cuffs. Next, he attaches a pressure sensor to the cuff. He puts it on his right wrist, with both the spout and the pressure sensor on the underside. The pressure sensor rests in the palm of his hand.

 _I've designed it so the sensor will only be tripped by a specific hand jesture. This way, I don't risk accedentally shooting a web when I make a fist or hold on to something._

Peter now aims his right arm at the closed door of his closet. He makes a variation of the 'horn' jesture people make at rock concerts ( and football games if you live in Texas).

thwip.

A line fires from the spout and attaches itself to the closet door.

 _Now, a little durability test._

He opens the closet by lightly tugging on the line. Once done, Peter has a satisfied grin.

 _Perfect._

* * *

 **Osborn Labs, the next day...**

A massive press conference is being held. Norman Osborn takes the podium.

"Ladies and gentlemen, welcome to Osborn Technologies latest demonstration. While much of what we do is military contracts, second only to Stark Industries, we also are a diverse company making technological breakthroughs for the civillian world as well. Today, I am proud to unveil our latest products for use in the fields of energy and construction. To present our latest products allow me to introduce the genius who invented them. Let's have a warm round of applause for one of the greatest scientific minds of our time...Doctor Otto Octavius."

As the crowd applauds Dr. Octavius makes his way to the podium. Dr. Octavius is a chubby man with brown hair in a bowl cut. While not the most good looking of guys he was widely revered for his brilliant mind. He speaks at the podium.

"Thank you, all. I would like to demonstrate two of my latest inventions. Before I unveil my creations, however, I would like to thank Norman Osborn for investing in my work. I couldn't have done it without him."

Dr. Octavius allows Norman an extra moment in the spotlight before returning to his speech.

"Now then, let's see my two latest inventions. As we all know the modern world simply could not function without fossil fuel. The problem, however, is that petrolium is a very finite energy source. We will run out of it eventually. What if that was not the case? What if there was a way to artificially recreate oil not just for energy but for all petrolium based products such as plastic and latex as well? What if I told you we can now create an infinite supply of oil to last for all time? Impossible, you say. Once, but no longer."

Dr. Octavius allows the dramatic tension to build while lab assistants stands ready to braw back the curtain behind him. At the right moment, the curtain draws back and reveals a device that looks like something out of a Star Wars movie. It looks like a large cage connected to a variety of wires and pipes.

"I give you...The Matter Transitioner. That's not the final name for it, just something we've been kicking around the office."

The crowd are two awestruck to laugh at the joke.

Dr. Octavius said "What this device does is use particle acceleration to alter the mass and very atomic structure of any substance, transforming it into something else. With it, any old piece of junk can be turned into a massive, potentially infinite, quantity of any substance. I can turn a glass of water into enough gasoline to keep our cars running for a year. I can turn your household garbage into enough perfectly good food to practically end world hunger. Like Jesus, it can even turn water into wine."

The rest of the people laughed at that last one.

"Now, I know you want to see it in action. That is where my other invention comes into play."

Holding a microphone, Dr. Octavius walks up to something off to the side that is covered by a white sheet.

"My other device, The Reacher!"

He pulls the cover back, revealing a harness with four tentacles. The metal tentacles come out of the bact of the harness. Coming up out of the back is a collection of cables connected to a small suction cup. Dr. Octavius explains the device.

"This harness provides the wearer with and extra four limbs. It can be used to increase the number of tasks a person can do. The mechanical arms are highly flexible and can project up to fifty feet out and retract close enough to be worn under any common coat or jacket. You'll see that there are no visible controls." He holds up the suction cup connected by cables to the back of the harness. "This sensor picks up signals from the brain and transmits them into the arms, allowing me to control them with my mind. I shall simultaneously demonstrate both devices, using the arms to operate the matter transitioner."

Octavius straps on the harness. He sticks the suction cup to the back of his neck, directly over his brain stem. The crowd gasps in awe as the arms come to life, responding to Dr. Octavius' mental commands. Using them, Octavius activates the matter transitioner. A huge monitor screen gives the technical readouts. Dr. Octavius works the controls with two of the mechanical arms. With the third mechanical arm, he picks up a bottle of water. He places the bottle into the device. He next uses the controls to determine what to change the water into. He decides that he'll change it into mercury. He begins to program the sequence.

 _This is it_ he thought, _I can turn anything into anything. I now will know the power of God._

It was at this moment that something went wrong. An alarm sounded, followed by a computer voice.

"WARNING! SYSTEM MALFUNCTION!"

Panicked, Norman shouted "SHUT IT OFF!"

Determined, Dr. Octavius shouted "NO! I CAN FIX THIS!"

Just then, electric current came from the controls. It traveled up the mechanical arms and into Dr. Octavius' body. He was being electrocuted. As this happened the harness melted into his skin. The suction cup through which he controlled the arms with his mind melted into the back of his neck and fused with his brain stem. The computer now sounded another alarm.

"WARNING! APPROACHING CRITICAL SURGE, MALTDOWN IMMINENT!"

It was at this moment that one of the lab assistants bravely ran over to the controls and his the emergency kill switch. The whole system shut down and a seemingly lifeless Dr. Octavius collapsed. With the danger passed, several people ran over to Dr. Octavius. Suddenly, his eyes sprang open.

"HOW DARE YOU!"

With that, the mechanical arm closest to the technician who'd hit the kill switch grabded the man by the throat and snapped his neck. Dr. Octavius thew the mans body aside. Using two of the mechanical arms as legs, Dr. Octavius stood towering over the terrified crowd. He had a psychotic look in his eyes.

"AAAAARRRRGGGGGHHHHHHHHHHHHHH!"

In his blind rage, Dr. Octavius knocked down the wall with his other arms. On a blind rampage, he tore through the streets. Several innocent bystanders were injured as the now eight-limbed scientist made his escape.

* * *

 **Meanwhile, at Midtown High...**

Peter and Harry are in the cafeteria eating at their usual table. Harry said "Hey, Pete."

Peter said "Yeah."

Harry said "You gonna ask MJ out?"

Rolling his eyes, Peter said "Again with that?"

Harry said "Why not? You obviously like each other."

Peter said "We're just friends."

Harry said "She's at your house all the time, dude."

Peter said "Because she lives right next door to me."

Harry said "Dude, how are you ever gonna get out of the friendzone if you don't ask her out?"

Peter said "Man, even if she said yes it's not like I can take her anywhere nice."

Harry asked "How come?"

Peter didn't answer. He was embarrassed to admit that money's been really tight since Uncle Ben died.

Meanwhile, MJ is at the popular table chatting with Liz and Betty.

Liz said "So Flash went over to him and said 'hey, if you don't stop hassling my girlfriend I'm gonna pound your face'. How cool is that?"

MJ thought _What are we, in kindergarten_ but said "Pretty cool, Liz."

While the conversation went on, MJ looked at Peter and Harry.

 _I wish Peter would come sit with us. He needs to take his mind off of what happened to his uncle._

Flash had joined the conversation, telling Liz "I'd do anything for you, babe. You're, like, worth it."

MJ thought _Great. Now I have to see Flash and Liz go all Kevin and Brittany on me._

Ignoring them, MJ looked at Peter again.

 _Screw it! If he won't come to us, I'll go to him._

She immediately got up and went to Peter and Harry, to the dismay of her other friends. MJ sat right down next to Peter.

"MJ," said Peter, "What are you doing?"

MJ said "Hanging out with my real friends."

Both Peter and Harry noticed that MJ emphasized the word 'real'.

Peter said "And your 'cool' friends are gonna lynch all three of us as a result."

MJ, in a voice more determined than ever, said "So?"

Peter said "Okay. You wanna try being an outcast go right ahead."

Changing the subject, MJ said "So, Pete, how are you holding up?"

Peter, sensing where this was going, said "I'm fine."

Harry said "Dude, you just lost your uncle."

Peter said "And I don't wanna talk about it."

Harry said "Dude, I know how you're feeling. I lost my mom, remember."

Peter coldly said "Your mom died of cancer. She wasn't murdered because...because..."

Harry asked "Because what, dude?"

Peter couldn't bring himself to tell either of them the truth about that night.

MJ said "Look, you blame yourself. I get it. I used to blame myself for my dad going off on my mom."

Peter's expression softened. They were just trying to help, after all.

"Could we please talk about something else?"

MJ said "Okay. You doing anything Friday night?"

Peter said "Harry and I were just gonna hang out and play video games."

Harry decided to play wingman.

"Can we do that another time? Something came up last minute."

Peter asked "What?"

With a wink, Harry said "Something."

Seeing her opening, MJ said "I asked because I was wondering if we could do something."

Peter said "Like?"

MJ said "I dunno. Go to the city and just hang out, I guess. My treat."

Peter said "Okay, I guess."

MJ had the biggest smile on her face.

"Thanks Pete. I'll see you then."

With that, she left. As she made her way to the popular table she had an unusual spring in her step.

Harry said "Dude, she just totally asked you out on a date!"

Peter said "It's not a date, Harry," _Though I wish it was,_ "It's just two friends hanging out."

At the popular table, MJ now found herself in an awkward situation.

Betty said "Why were you chatting with those losers?"

Fighting the urge to rip into her, MJ said "He just lost his uncle and he's having a hard time. I just wanted to make sure he was okay."

Flash condescendingly said "Who cares about that geek's uncle?"

MJ suddenly looks like she wants to kill someone.

"WHAT did you just say, Flash!?"

MJ spent the rest of that day in detention.

* * *

 **An Abandoned Factory in New Jersey, a few hours later...**

Dr. Octavius sits brooding. He's despondent over two things. One is that the demonstration went so horribly wrong. The other is the fact that the harness is now a literal part of him.

 _I'm a freak, a monster. My greatest invention ruined me._

Depression instantly gave way to anger.

 _It's Osborn's fault. He made me this way._

He now starts to grin.

 _No, I'm not a monster. With these arms I can do anything, be anything. Why should I, Otto Octavius, be bound to the rules of lesser beings?_

A plan starts to form.

 _I can rebuild the device. With these arms, no one can stop me. With the matter transitioner I can do anything, be anything. I can be God. I WILL BE GOD!_

He gets up and speaks.

"Soon, soon all will bow to the might of...Doctor Octopus. HA HA HA!"

* * *

 **Parker House, evening...**

Peter is in his room trying to study. It's not going well.

 _I wish I could go out as Spider-Man. I really wanna see those new web shooters in action._

He stares at the textbook for a moment before giving up.

 _Screw it. I might as well see what's on TV._

Peter turns on his TV and sees a news report.

"Osborn Labs was the sight of a horrific accident today. World renowned inventor Otto Octavius was nearly killed in a freak accident."

Peter's eyes go wide at the mention of the name.

 _I know him!_

The news report went on.

"...was nearly electrocuted demonstrating two of his latest inventions. He then went on a brief rampage, killing a lab technicion and injuring several others. Police are conducting a city wide man hunt."

Peter knew what he had to do. He pulled a trunk out from under his bed and a key out of his pocket. He unlocked the trunk. Inside was the Spider-Man suit and his web shooters. He was about to change when he heard Aunt May calling from downstairs.

"PETER, YOU HAVE A VISITOR!"

Peter thought _Great! I can't go out now without making everyone suspicious._

He locked the trunk and shoved it back under his bed. He then made his way downstairs. In the living room he found Aunt May chatting with Mary Jane.

"MJ." said Peter, "What's going on?"

His tone sounded more snippy than he intended, prompting Aunt May to scold "Now, Peter, is that any way to talk to a guest."

"Sorry," he said as he began to fish for a plausable explanation that wouldn't give away his secret, "I...um...I guess I'm a little wound up. I was studying for a test."

May said "You've been studying all afternoon, Peter. Maybe you need a break."

MJ said "Yeah, Pete. I was bored so I figured maybe I could hang out here for a bit."

* * *

 **Later, in Peter's room...**

Peter and MJ are sitting on the floor and talking.

"So, Pete," she said, "How have you been lately?"

Peter said "I just saw something on the news that was...well, disturbing."

Peter didn't want to tell her that he's Spider-Man. Little did he realize that she already knew.

"I heard. I...um...I saw the story about the accident at Osborn Labs."

What she didn't say was that she was hoping to catch him going out as Spider-Man.

 _He'll tell me when he's ready._ "Didn't you meet him once? Dr. Octavius."

Peter said "He was my idol. Remember when I went to science camp that one summer?"

MJ nodded. That time was when she started to suspect she might like Peter as more than a friend on account of how much she missed him the four weeks he was gone.

Peter said "Dr. Octavius was one of the councelors. He kinda took me under his wing when I was there."

MJ asked "Are you okay?"

Peter said "I'm a little bummed about what happened to him today, but I can deal."

MJ said "I meant about what happened to your uncle."

Peter looked sad.

MJ continued "Peter, it isn't your fault. You really shouldn't blame yourself."

Peter said "I..."

He coundln't think of what to say.

"Yeah," said MJ, "Is there something you're not telling me?"

Peter thought _A lot of things, but I can't tell her. She'd probably totally freak if she knew I was Spider-Man_ but said "Nothing personal, MJ, but I really don't wanna talk about it right now."

Putting a reassuring hand on Peter's shoulder, she said "That's okay. Just so long as you know you can talk to me whenever."

Smiling, Peter said "Thanks."

MJ reaches over to Peter's stack of video games.

"So," she said, "Mario Kart or Mortal Kombat?"

Peter said "Mario Kart. Last time we played MK you totally whipped my ass."

The two exchanged smiles as MJ put Mario Kart in the console.

* * *

 **Manhattan, later that night...**

Dr. Octopus is walking the street in a green trench coat that keeps his cybernetic tentacles hidden.

 _Before I put my plan into action_ he thought, _I need to better understand my newfound capabilities. A test is in order._

At this point, an armored car comes down the street. Dr. Octopus sees it coming and smiles.

 _Perfect. It may be the modern equivalent of robbing a stage coach, but it will test what I can do with these extra arms._

* * *

 **Meanwhile, a short distance away...**

Peter, as Spider-Man, is doing a test of his own. He is using the web shooters he invented to swing from building to building. He is very impressed by the results.

 _With these shooters and webbing I can cover more distance in less time. Heck, I covered the distance from Forest Hills to Lower Manhattan in under ten minutes. I should start a taxi service...didn't like the direction that train of thought was heading. After what happened to Uncle Ben I can never use these powers selfishly again. The guilt would kill me._

At this moment, he has a strong tingling sensation in his skull.

 _Whoa, my spider sense is tingling._

He looks down toward the street. Dr. Octopus is standing in the middle of the street as the armored car comes to a stop. The driver honks the horn while the guard riding shotgun lowers his window.

"Hey, buddy, whaddayoudoin'. Get outta the road."

Dr. Octopus grins smugly. His cybernetic tentacles tear out the back of his trench coat. The lower two tentacles plant themselves on the ground, lifting Dr. Octopus up while he spreads the upper tentacles in a menacing manner.

"No one can challenge the might of Dr. Octopus."

His upper tentacles grab both men out of the armored car. Holding both men in mid air, Dr. Octopus said "You shall now pay for your arrogance!"

 **To Be Continued...**


	5. The Tentacled Terror, Pt II

**Chapter 5**

" **The Tentacled Terror, Pt. II"**

 **Lower Manhattan, night...**

Dr. Octopus is holding two security guards by the throat with his cybernetic tentacles as he attempts to rob an armored car in order to test his new abilities.

"No one can challenge the might of Dr. Octopus. You shall now pay for your arrogence!"

He then throws the security guards in the same direction at the same time. They fly through the air for a long time before descending toward the pavement. Screaming at terminal velocity the two men prepare to go 'splat' as they hit the pavement. Then, something happened. They were caught in mid air by something that was both sticky and bouncy. They went into the substance, which slowed them down so that they didn't lose their lives (but were in danger of losing their most recent meals, LOL.) When they calmed down upon realizing they weren't going to die they opened their eyes. They were caught in a giant spider web. That's when they saw HIM, the masked vigilantie in blue and red tights. Said vigilantie was standing on a street post and spoke to them.

"Relax, you're safe. I'll come back and free you when the danger's over."

One of the guards asked "WHO...NO, WHAT ARE YOU!"

"Your Friendly Neighborhood Spider-Man!"

With that, Spider-Man leapt off of the street post back toward the armored car. In mid air he fired a web line and swung through the air on it.

At the stopped armored car, Dr. Octopus used his cybernetic tentacles to tear the roof off and toss it aside.

 _Incredible, my arms can rip apart steel reinforced titanium as if it were mere paper._

With the arms he reached in and pulls out the bags of money. He holds eight in each arm.

 _I've tested my new abilities and made more money in five minutes than most people make in a decade._

Out of nowhere came Spider-Man. He kicked Dr. Octopus in his mid section, causing him to drop the bags of money and lose his balance. Dr. Octopus quickly braced himself with all four arms. Using the botton ones as legs he hoisted himself in mid air. He saw Spider-Man crouching atop a street post.

"YOU DARE!"

Spider-Man said "You mind telling me what you're doing."

Dr. Octopus said "None of your concern, insect."

Spider-Man quipped "Is that being nice? Let's start with introductions. I'm Spider-Man."

Dr. Octopus said nothing but outstretched his upper two robotic limbs in a menacing jesture.

Spider-Man said "Nice arms, by the way. Have you been working out?"

Dr. Octopus lunged one of the arms at Spiedr-Man, who dodged it with ease. Landing perfectly on the street, the costumed crime fighter joked "Didn't your mom teach you it's not polite to point?"

Furious, Dr. Octopus said "You dare mock the might of Dr. Octopus!"

He tried to crush Spider-Man with two of the arms. Warned by his spider sense, Spider-Man once again dodged them.

"Temper, temper. Someone needs a time out."

With that, Spider-Man did a tapping variation of his web shooting gesture. This caused a small web ball to fire instead of a web line. It hit Dr. Octopus' face, covering his eyes. Using one of the arms, Dr. Octopus tore the blindfold off.

"HOW DARE YOU CHALLENGE MY SUPERIORITY! I WILL SQUASH YOU LIKE THE INSIGNIFICANT BUG THAT YOU ARE!"

He kept trying to hit Spider-Man with his arms, but Spider-Man kept dodging. Finally, as he was in mid air one of the arms grabded Spider-Man by the leg.

 _Damn! I should've payed more attention to my spider sense!_

Dr. Octopus flung Spider-Man like a rag doll. As Spider-Man was flying through the air he fired two web lines toward opposite sides of the street. Using the lines as bungee cords, he propells himself back toward Dr. Octopus. He tackles his eight-limbed adversary to the ground.

"And Octopus gets sacked for a loss!"

Spider-Man is about to knock him out when two of the arms grab him and lift him up.

Standing up, Dr. Octopus said "How about I tear you limb from limb, you worthless flea!"

* * *

 **Meanwhile, at the Watson residence...**

Mary Jane is laying awake in her bed.

 _Can't sleep. Maybe I'll see whats on TV._

She grabs the remote off of her nightstand and turns the TV on. Her eyes go wide as she sees a special report.

"...this is the scene in Lower Manhattan right now."

She sees live footage of the fight between Dr. Octopus and Spider-Man.

"Peter!" she gasped quietly.

* * *

 **Lower Manhattan...**

Dr. Octopus is about to yank off both of Spider-Man's arms. Using his spider strength, Spider-Man grabs the arms. Holding on, he does a back flip, the momentum of which causes Dr. Octopus to lose his footing. He releases Spider-Man in order to brace himself with all four tentacles. Spider-Man lands on his feet.

Dr. Octopus thought _This is pointless. My test was successful, I've better things to do than waste time trying to kill a costumed fool!_

Dr. Octopus turns to leave. Spider-Man jumps right into his path.

"Where do you think you're going, Doc Ock?"

"My current objective has been achieved. You are just a waste of time. OUT OF MY WAY!"

Spider-Man said "Not until the cops take you away for robbery and attempted murder."

"INSECT!"

He swings a tentacle, hitting Spider-Man and sending him flying through a glass window. Spider-Man gets up.

 _That hurt. I was so busy being a smart ass that I didn't pay attention to my spider sense, again._

Spider-Man heads back out onto the street. He fires a web line that attaches to Dr. Octopus' back. With his strength he yanks Dr. Octopus to the ground.

Spider-Man joked "You weren't just gonna leave, were you. I thought we were friends."

Dr. Octopus thought _He seems relentless. Maybe, I can use his soft spot for these intellectual inferiors to my advantage._

He sends two of the tentacles to tear a very heavy chunck off of a building. He hurls it into oncoming traffic.

"NO!"

Taking his attention off of Dr. Octopus, Spider-Man rapid fires a barrage of web balls. They form a huge spiderweb between the debris and the traffic. The web works as intended, catching the debris and shielding the innocent bystanders. By the time this is done, however, Dr. Octopus is long gone.

* * *

 **Watson house...**

MJ is still watching the live footage. Once the danger was over, Spider-Man fled the scene. MJ is deep in thought.

 _He did it! He actually stopped that freak and saved those people. Why didn't he stick around? After what he just did Peter deserves his moment in the sun._

It immediately dawns on her why.

 _Of course! Peter is the kind of guy who cares more about doing the right thing than personal glory. I wish I could be that modest. That's why I love him._

She now looks a little sad.

 _Why? Why are my other friends so mean to him? Just because he isn't into sports or fashion. He's a wonderful guy. Why are me and Harry the only ones who see that?_

She smiles.

 _He saves lives and doesn't care if anyone knows about it. Way to go, Tiger!_

She slept soundly the rest of that night.

* * *

 **Osborn Labs, an hour later...**

The section of Osborn Tower where the demonstration was being held is roped off by police tape. The matter transitioner is still there. The work crew who were rebuilding the destroyed wall were home and it was so late at night that no one was around. Suddenly, Dr. Octopus arrived. He entered and took the device and control panel in one of his cybernetic tentacles while using a second to take the power source. Police cars suddenly arrived on the scene, but he was ready. Using his other three cybernetic tentacles, Dr. Octopus was able to swat the patrol cars out of the way. He made a quick escape. After losing the police, he returned to his hideout with the device in tow.

* * *

 **Parker House, morning...**

Peter woke up and rubbed the sleep out of his eyes.

 _I wonder if my fight with Dr. Octopus made the news._

Peter turned on the TV and saw footage of his battle with Dr. Octopus.

"...Dr. Octavius, now calling himself Dr. Octopus, attempted to rob an armored car last night. The attempt was foiled by a costumed vigilante. The vigilante first gained attention a few weeks ago when he defeated WWL superstar Super Stud in an exhibition event at Madison Square Garden. Witnesses say Spider-Man's intervention saved countless lives in addition to foiling the robbery. Dr. Octopus, however, escaped. An hour later, police say he successfully perpetrated a successful robbery of Osborn Labs. He stole the device which had malfunctioned the other day."

Peter immediately turned off the TV.

 _I should've looked for him. If I had I could've stopped him. But no, I had to go home and go to bed instead. I'm such an idiot._

He hopped out of bed and pulled out the trunk that he kept his Spider-Man suit in.

 _If I go now, I can figure out what he's up to and stop him._

Before he can change, however...

"PETER, ARE YOU UP, DEAR? YOU HAVE SCHOOL TODAY."

Peter face palmed himself.

 _It's Friday. I can't go after him now. People will get suspicious if I'm not in school._

He locks the trunk. Hopefully, by the time he can go after Dr. Octopus it won't be too late.

* * *

 **Midtown High...**

The high school gossip mill was abuzz with Spider-Man. All the usual teenage gossip was taking a back seat to the mysterious masked avenger who single handedly foiled an armed robbery and saved a bunch of lives. Even Flash Thompson got in on the conversation, talking non-stop about how awesome Spider-Man was. Peter felt good hearing all of this. He couldn't help wondering what they would think if they knew that he was Spider-Man.

Mary Jane was thinking the same thing. She wanted to tell her friends that Spider-Man was Peter Parker, but she didn't. She kept her mouth shut because she didn't think anyone would believe her and, more importantly, it was Peter's secret to share. The fact that she even knew was entirely by accident. It was still tempting since it just might get her other friends to see him the same way she does. It was actually amusing. The irony of Flash talking about Spider-Man as if he were Eli Manning or Tom Brady was not lost on her. It amused MJ that Flash's new idol and favorite bullying target were actually the same person.

After school, Peter was getting his books out of his locker when both MJ and Harry approached him.

"So, Pete," said Harry, "Looking forward to tonight?"

Peter said "It's not a date, Harry."

He didn't notice the pained expression on MJ's face when he said that.

MJ said "Would it be so bad if it was?"

Peter said "MJ, what would your other friends say if you went on a dat with Puny Peter Parker? You're already playing with fire just being friends with me and Harry."

MJ said "Did it ever occur to you that maybe I don't care what my other friends think of you?"

Harry said "Yeah, dude. It's not like we're gonna be in high school forever." Under his breath, he added "I hope."

Just then, something occured to Peter.

 _I can't hang out in the city with MJ tonight. I need to find out what Doc Ock's up to and stop him._ "I can't. Um...Something came up."

Harry's eyes went wide. MJ wasn't as surprised as she should've been. She thought _He wants to stop this Octopus guy. Is it weird that I think that's kind of noble?_

Harry said "Dude! Why are you blowing off MJ?"

Peter nervously said "Um...I gotta go. Later."

He left in such a hurry that you would think he was being chased by monsters.

Harry said "I can't believe this. I blow off a guys night so he can have a shot with you and he flakes on us at the last minute."

MJ, hoping to deflect suspicion, said "I wish I could understand why. I like him as more than just a friend, can't he see that."

Falling for her clueless act, Harry said "Look, he's just as interested in you. He doesn't make a move because he's afraid you'll freak out and not wanna be friends with him anymore."

MJ said "I wouldn't. I...well...I actually wanna be his girlfriend."

Harry said "He wants to go out with you, believe me. He's just afraid you don't feel the same way." At this point, Harry gets an idea. "Have you considered just flat out saying that you like him as more than just a friend?"

With that, Harry left. MJ starts thinking _Why am I being such a spaz about this? I know he's Spider-Man. Should I just go to him and tell him so, and that I have a huge crush on him? What if he freaks out on me?_

* * *

 **A TV news studio in Rockefeller Center...**

A male and female anchor are at their desk. The man had short blond hair and a very muscular world. The woman was an attractive African American. The director said "Remember, we're live so no screw ups. Rolling in 5...4..3...2...1..."

The male anchor said "Welcome to Bugle News Network, I'm Eddie Brock."

The woman said "And I'm Gloria Grant. Our top story is the masked vigilante called Spider-Man. The man is a source of controversy."

Eddie said "That's right, Gloria. Some call him a hero while to others he is a vigilante placing himself above the law. To weigh in on the issue I would like to introduce our very special guest, Bugle News Network producer, Daily Bugle editor-in-chief and publisher of Now magazine, Mr. J. Jonah Jameson."

The camera turns to Jameson. Jameson is a fifty something man with flat top hair that's gray at the temples and a mustache.

"Thank you, Eddie. My personal opinion is that there is no place in society for masked marauders taking the law into their own hands. What is Spider-Man? I'll tell you what he is: a menace. A thug who thinks he can take the law into his own hands and endanger the people of this fair city just to get his fifteen minutes of fame. The public should condemn this fiend, not praise him as a hero. We need to see Spider-Man and all like him for what they are, a menace to society."

Suddenly, the wall behind them is torn apart at the seams by metal tentacles. Standing there is Dr. Octopus with his matter transitioner. He snatches Eddie and Gloria, placing them next to several people who are bound and gagged. He now looks at the camera.

"I am Dr. Octopus. I am here to demonstrate my inherint intellectual superiority to you ignorant masses of filthy, wretched peasants. Behind me is the matter transitioner, a device which allows me to turn anything into anything else. I am no longer a man, with my machine and my new powers I am A GOD! And if you do not bow down to me, I AM A VENGEFUL GOD!"

* * *

 **Meanwhile, in the Times Square area...**

Peter, as Spider-Man, is swinging from building to building. He is lost in thought.

 _I hated blowing MJ off like that, but I have to find and stop this guy. I just hope she and Harry bought my excuse. Hopefully, she won't be too mad. It's not like it was an actual date or anything._

Something occurs to him.

 _What if it was a date? We did almost kiss that one time._

He shakes his head.

 _Who am I kidding? We're just friends. Why would a girl like her be interested in a geek like Peter Parker anyway?_

He reaches Times Square and what he sees on the monitor screen immediately takes his mind off of his dating life, or lack threrof. On the screen is Dr. Octopus.

"If anyone tries to stop me, everyone in this studio will die. I am now in control. Now, the world will have no choice but to recognize my genius as I demonstrate my matter transitioner."

Spider-Man thought _If that thing malfunctions again, he could take out the whole area. I have to get to BNN studios, NOW!_

* * *

 **BNN studios...**

Dr. Octopus has started the machine. With one of the tentacles, he picks up a small microphone.

"Behold, this simple microphone. With this device, I shall transform it into a hydrogen bomb."

He enters the microphone in to the machine. Jameson shouted "YOU'RE COMPLETELY INSANE!"

Dr. Octopus snapped back "Spare me your petty judgements, you ignorant filth. You know nothing of true genius."

Suddenly, the machine loses power. Dr. Octopus is as surprised as everyone else.

"WHAT!?"

Standing by the power source is Spider-Man. He'd used his spider strength to smash it to pieces.

"Didn't your mom teach you not to play with matches." shrugging, the web slinger added "What? They can't all be gems."

Dr. Octopus said "HOW DARE YOU!"

He lunged two of his tentacles at Spider-Man, but Spider-Man dodged them with ease. In the process, Dr. Octopus accidentally destroyed the remains of his power source.

"NOOOOOOO! YOU'LL PAY FOR THAT, INSECT!"

Spider-Man said "You take Visa? I'm a little strapped for cash right now."

"YOU DARE MOCK ME!"

He kept lunging his tentacles at Spider-Man. Spider-Man easily dodged each one. He did so in a manner that led Dr. Octopus away from the innocent bystanders. The insane scientist was relentless in his attack. Spider-Man knew he couldn't keep this up forever, even with his amazing abilities.

 _I have to figure out a way to end this quick._

He dodged another strike when something caught his eye. It was the wires coming out of Dr. Octopus' neck and going into his cybernetics.

 _Of course. He controls those arms by sending signals directly from his brain. If I sever the connection then his tentacles will be useless._

Spider-Man immediately lunged at Dr. Octopus. He landed on the mad scientist's back.

Dr. Octopus said "Fool! I can easily pick you off."

As he prepares to do just that, Spider-Man grabs the wires connecting the arms to his brain. Now, Doc Ock's worried.

"What are you doing?"

"Just cutting the ties that bind, Doc."

Spider-Man pulls the wires out of his neck and back. Dr. Octopus screams in pain.

"AHHHHHHHHHHHHHHHH!"

As Spider-Man leaps off of him, Dr. Octopus' mechanical tentacles fall lifeless to the ground. He tries to make them rise, but they no longer respond to his commands.

"My arms! My power! NOOOOOOOOOOO!"

Just then, Spider-Man balls up a fist.

"Sleep it off, Doc!"

He punches Dr. Octopus out.

* * *

 **A short time later...**

Spider-Man is long gone as the police now take Dr. Octopus into custody.

"I was winning. That infernal wall crawler ruined everything. I am superior to you insignificant maggots."

Squeezing the cuffs, one of the cops said "Use your right to remain silent, pal."

* * *

 **Parker residence, evening...**

Peter is sitting alone in his room. He's deep in thought.

 _That man was my mentor a few years back. It's scary. He got power in a freak accident, just like me. He's obsessed with science, just like me. I could've become just like him. I still could. He used his power to feed his own ego. What if I ever develop a god complex? Could I one day lose my way and become a monster, like he did?_

Peter shook his head.

 _No, just because I can do things no other person can is no reason to throw all sense of right and wrong out the window. I won't ever become like Octavius, no matter how tempting it becomes. I'll never forget that I have a great power AND a responsibility to use it for others, not myself._

Peter let's out a sigh of relief.

 _Now that I've solved the philosophical issue, time to dwell on something more personal. Things are getting weird with MJ. She's acting like I'm more to her than just a friend. Could it be? Could she actually feel the same way about me that I do about her?_

Peter sighs again, this time out of frustration.

 _No way. We're friends, that's all. It's not like we could be a couple anyway. I'm still the biggest loser in school. If we got together she'd lose all of her cool friends._

 **Meanwhile, next door...**

MJ is sitting in her room thinking about Peter.

 _Should I just tell him? I mean, I get it. Dating him would be social suicide but the more I think about that the less I care. Peter's always been there for me, which is more than I can say about my other so-called friends._

She sighs.

 _I wish he'd at least tell me that he's Spider-Man. I thought we were the kind of friends who were open and honest with each other._

She sighs again.

 _Is it fair to expect him to tell me his biggest secret, when I can't tell him mine. I love him._

MJ finally reaches a decision.

 _Screw it. Next, time I see him I'm telling him how I really feel about him. I want to be Peter Parker's girlfriend and if my other friends don't like it then screw 'em._

 **Peter's room...**

Peter is still contemplating the situation with Mary Jane.

 _I can't tell her I love her, but I can trust her. We tell each other things that we don't tell anyone else all the time. I know I can trust her._

He reaches a decision.

 _I'm going to tell her I'm Spider-Man._

 **End of "Tentacled Terror".**

 **Next Time**

We take a break from the action while Peter and MJ have a VERY interesting conversation.


	6. The New Normal

**Chapter 6**

 **"The New Normal"**

 **Brooklyn, evening...**

A group of masked thugs are in a dark alley behind a jewelry store. One of them is using a power drill on the wall to enter the store. Another one of the thugs said "C'mon, man! How much longer?"

The one with the drill said "Take it easy, pal. Once I'm through this wall all that swag will be ours for the taking."

Out of nowhere, a web line snatches the power drill right out of his hand.

"What the!?"

They see Spider-Man sticking to the wall behind him. Spider-Man quipped "Nice drill. I always wanted one of those."

The three thugs immediately pull out their guns and open fire. Warned by his spider sense the costumed hero dodged the bullets as if it were nothing. From Spider-Man's perspective it was as if he were moving normally while the rest of the world was moving in super slo-mo. He immediately landed on top of two of them, knocking them out. The third one came at him with a crowbar. He swung it, but Spider-Man easily evaded it with a backflip.

"Careful with that, pal. You could hurt someone."

The thug is about to swing the crowbar again when Spider-Man fires another web line, using it to snatch the crowbar right out of the thugs hand.

The thug growled "You goddamn, motherf#%$in'..."

Spider-Man joked "Language. Someone needs to take a time out."

With that, he punched the last thug unconscious.

A short time later police arrived on the scene, having been alerted by an annonymous tip. The thugs were webbed up while Spider-Man was already gone. One cop saw a note stuck to the web and took it. It read "Courtesy of Your Friendly Neighborhood Spider-Man".

* * *

 **Meanwhile, at a luxury condo in Queens...**

Norman Osborn was in his study when there was a knock on the door.

"Come in."

In came his son, Harry.

"Hey, Dad."

Norman curtly asked "What do you want?"

Harry said "I was wondering if you wanted to come out and watch some TV. You've been in there all day."

Norman hissed "Unlike you, I have work to do."

Harry said "Come on, Dad. When's the last time we spent time together?"

Norman said "I've more important things to do than waste time with a lazy teenager."

Dejected, Harry said "Sorry, Dad. I just thought you'd wanna take a break, that's all."

With not one shred of sincerity in his voice, Norman said "Thank's for the offer. Could you please go back to whatever time wasting thing you were doing? I have real work to do."

Dejected, Harry left his father's study. He wasn't surprised by the exchange, however. His father was a workaholic. What Harry didn't like about his homelife was how lonely it was. His mother died of cancer a few years earlier. Norman was never one to show affection to anyone. He was all business, all the time. What Harry really didn't like was his father's treatment of him. Harry was at best ignored and at worst made to feel like his father saw him as nothing but a distraction. Indeed, Harry's misbehavior as prep school was a cry for attention. All his father did after he was kicked out, however, was bribe all the society columns to make no mention of it. When Harry finally went too far and got expelled, Norman berated Harry for being nothing but a disgrace. A brief stint in military school followed before Norman decided to put Harry in public school instead. That was done just to save money. At least, by then, Harry had given up on having his father's attention or approval and has kept his nose clean ever since. Midtown High wasn't even all that bad. Harry made his first friend when he met Peter Parker. True, Peter was a total geek but he was also a true friend. Harry even got into some of the things Peter was into. He was amazed when through Peter he made his second friend, Mary Jane Watson, who was the most popular girl in school. He had a brief crush on her but got over it when it was clear that she only liked him as a friend. There was also the fact that Peter clearly had a crush on her. He soon noticed that MJ had a thing for Peter as well. He'd been playing yenta for his two friends ever since.

Meanwhile, Norman was in his study. He looked at his computer. On the monitor were images of Spider-Man.

 _How?_ Norman thought to himself, _How did some masked vigilante gain the abilities he has. If we could study him in the lab we just might come up with a workable Super Soldier Formula._

* * *

 **Parker residence, morning...**

Peter was having breakfast with Aunt May. She noticed how tired her nephew was.

"Peter, did you sneak out and go partying last night?"

Peter froze. The truth was he did sneak out the night before. He didn't sneak out to party, though, just to be Spider-Man. May smiled and winked.

"Relax, Peter. I'm kidding."

Peter was beyond relieved.

May asked "Seriously, though, why are you so tired?"

Peter said "I haven't been sleeping well lately." and hoped his aunt didn't press for details.

May said "I understand, dear. Ever since..." she choked back the urge to cry, "...what happened to Uncle Ben I've been losing sleep as well. You really miss him, don't you."

Peter said "Yeah."

May said "You know, you don't have to mope around all the time. Why don't you hang out with Harry?"

Peter said "I do. But I sometimes feel overwhelmed by his father."

May said "I can understand that. You know, if you ever want to take Mary Jane out sometime I'll happily spring for it. She likes you, I can tell."

Peter said "Of course she likes me, we're friends."

With a knowing smile, May said "She likes you as more than a friend, I can tell."

Peter said "Um...okay...I guess."

May said "Peter, it's so obvious you two are falling for each other. Why don't you ask her out?"

Peter said "Her other friends think I'm a weirdo and a loser."

May asked "Does that matter? MJ clearly feels otherwise."

Peter looked at his watch.

"I gotta go, see ya, Aunt May."

As he leaves May looks at him with a knowing grin.

 _Peter and MJ remind me so much of Ben and I when we started dating._

* * *

 **Outside, a minute later...**

Peter was walking from the house to go to school when he heard it. The shouting coming from the Watson's place next door.

"CAN'T YOU DO ANYTHING RIGHT, ANNA!"

"PHILLIP, PLEASE!"

"F#$' EXCUSES, THAT'S ALL I EVER GET FROM YOU, YOU LAZY BITCH!"

"WHY DON'T YOU GO TO WHATEVER WHORE YOU BANGING ON THE SIDE NOW!?"

"MARY JANE, WHERE THE F$%& DO YOU THINK YOU'RE GOING!?"

"I HAVE TO GO TO SCHOOL, DAD!"

"DON'T TAKE THAT TONE WITH ME, YOU UNGRATEFUL BRAT!"

"LEAVE OUR DAUGHTER ALONE, PHILLIP!"

"YOU BOTH DISGUST ME, ANNA! YOU'RE NOTHING BUT A LAZY BITCH AND MARY JANE'S JUST A WORTHLESS LITTLE ACCIDENT!"

At this point, a teary eyed MJ runs out of the house with her backpack. She notices Peter and hurriedly wipes away the tears and puts on a brave face.

"Hey, Peter." she said, trying her damndest to sound like nothing's wrong.

Peter asked "Are you okay?"

Nervous, MJ asked "Were you listening to that?"

Equally nervous, Peter said "No...I mean...well...it's just."

Taking the pressure off, she said "I guess you can always hear us."

As they began to walk to school, Peter said "I'm sorry. You know, it's nothing to be embarrassed about."

Feeling the need to vent, MJ said "Easy for you to say. Your home life is perfect."

Peter said "What's going on, if you don't mind me asking?"

MJ said "My father treats me and my mom like crap."

Peter said "I overheard some of the things he called you. They're not true. You aren't worthless."

Feeling better, MJ said "Thanks, Peter."

Peter said "It's true. You're the most wonderful person I know."

MJ said "You're the remarkable one, Pete. I wish my other friends were like you."

Peter said "MJ, I'm just a science geek."

MJ said "So? You're a nice guy. We always have fun when we hang out and I can tell you anything. Remember that time I peed my pants in first grade?"

Peter said "Yeah. I remember seeing you with a huge wet spot on the crotch of your jeans and totally freaking out about it."

MJ said "Remember what you did?"

Peter said "Hard to forget that. I swapped pants with you and made everyone else think it was me who'd peed myself."

MJ asked "How many other people would take that kind of humiliation for a friend?"

Peter said "Remember when Brad Feldman beat me up and took my lunch money in third grade?"

MJ said "I remember. I walked right up to him and gave him a bloody nose for that."

MJ now completely forgot about the fight back home. She said "Remember in fifth grade when we kissed each other just to find out what it was like."

Peter nodded as he remembered an eleven year old MJ and himself giving each other a quick peck on the lips and being grossed out by it.

"MJ," he said.

"Yeah, Peter."

Peter nervously said "You wanna come over after school. There's...um...there's something I wanna tell you."

MJ said "Why don't you tell me now?"

Peter said "It's...well...It's kind of a big deal. I'd just feel more comfortable telling you at my place."

MJ thought _This is it. He's finally going to tell me he's Spider-Man, isn't he?_

Excited, she said "Sure thing, Pete."

Peter's heart nearly leapt out of his chest when she said that.

* * *

 **Midtown High, later that day...**

Peter and Harry are having lunch in the cafeteria. Harry said "What's up, Pete?"

Peter said "Not much, Harry. You?"

Harry said "Nothing. Except my dad's been really weird lately."

Peter said "That's nothing new."

Peter had met Norman a few times over the years and didn't like him. He always seemed really cold and a little creepy.

Harry said "Yeah, well lately he's been worse than usual. He spends all his free time obsessing over Spider-Man in his study. I get that this Spider-Man's kinda cool and all, but it's not like he's Tony Stark."

Peter said "Probably morbid curiosity."

Harry said "Isn't today your aunt's day to work at the homeless shelter?"

Peter said "Yeah. She's not gonna get home until late."

Harry joked "Party at Peter's."

Peter said "Good one, Harry."

Harry said "Wanna hang out after school?"

Peter said "I can't."

Harry asked "How come?"

Peter nodded toward the popular table where Mary Jane was sitting. Getting his friend's drift, Harry smiled.

"Why you dog? You gotta tell me all about it later."

Peter said "Yeah, right."

Harry said "Come on, dude. You, MJ, alone. I wanna know the dirty details."

Rolling his eyes, Peter said "Sex, is that all you ever think about?"

Harry said "Dude, she totally wants you."

Peter defensively said "Even if she does she's not that kind of girl."

Harry said "If she lets you keep her panties can I see 'em."

Knowing that Harry's just clowning around, Peter laughingly said "Perv."

* * *

 **Parker house, afternoon...**

Peter and Mary Jane are sitting in Peter's room. MJ said "So, Pete, what did you wanna talk about?"

Peter said "MJ, what I'm about to tell you is huge. Even Aunt May doesn't know about this."

MJ said "Okay."

Peter said "I'm serious. You absolutely can't tell another living soul what I'm about to tell you. I want this to be strictly between us."

MJ said "No problem, Pete. I can keep a secret."

Peter said "This is a big one. What I'm about to tell you is something we take to the grave."

Rolling her eyes, MJ said "God, Peter, it's not like we've never shared secrets before. Don't you trust me?"

Peter said "I trust you, but I've never had a secret this huge before."

Putting a reassuring hand on his shoulder, MJ said "It's okay, Pete. Whatever it is, you can tell me."

Peter said "Remember that field trip to Osborn Labs?"

"Yes."

"Remember that giant spider that bit me?"

MJ nodded.

Peter said "I think they were doing some kind of freaky experiments on it. After it bit me I went from 98 pound shrimp to a 167 pound stud in a matter of days."

MJ said "So, that's where your new muscles came from."

Peter nodded.

"I think that bite mutated me. I...well...I can now do things no other person can do."

MJ said "I see. What are you saying?" _As if I didn't already know._

Peter draws a very deep breath to steel his nerves.

 _Here goes nothing._ "I'm Spider-Man."

MJ's only reaction is to give Peter a warm smile. Peter is a little weirded out since he was expecting either disbelief or a total freak out.

"Questions? Comments? A five alarm freak out?"

MJ said "Peter, I have a little secret too."

Peter said nothing but gave the red head a curious look.

MJ said "I already knew. I've known all along."

Peter's eyes practically popped out and his jaw fell when she said that.

"You Knew!?"

MJ said "Yes. I already knew. I know that you're Spider-Man."

"How!?"

MJ said "When Flash and his buddies jumped you after school I saw you do all of those fancy moves. When two of them chased you I went after them to give them a piece of my mind and make sure you were alright. They didn't see you jump five stories straight up and stick to a wall, but I did. Then, I saw that wrestling match on TV. I saw Spider-Man use all the same moves you did. I put two and two together."

Peter asked "Why didn't you say something?"

MJ said "I wanted you to tell me. What I don't get is why you keep it a secret?"

Peter said "Common sense. I've been using my powers to moonlight as a superhero."

"And?"

Peter said "And what do you think's gonna happen when the whole world finds out? Best case scenario is I become the center of a media circus. What if every thug out there knows who Spider-Man is, where he lives, where he goes to school, who his friends and family are? If my secret gets out it puts everyone I know at risk. They could go after Aunt May, or Harry, or you, just to get to me."

MJ is visibly touched.

"You keep it a secret to protect us, don't you?"

Peter nodded.

MJ looks at him in awe.

 _This is why I'm so into him. He cares, he actually cares._

Blushing slightly, MJ said "Since we're exchanging secrets, I...well...I got a pretty big one, too."

Peter said "Okay."

Not it was MJ's turn to be nervous.

"I like you."

Peter said "Well, we have been friends since we were five."

Blushing, MJ said "Actually...um...hoboy...I...well...I like you as more than just a friend."

Peter gasped in shock. Despite all the signals he sure didn't see this coming.

"You...you like me...like...BF and GF like me!?"

MJ nodded.

"I've had a huge crush on you for as long as I can remember."

Peter says nothing, but his thoughts are racing.

 _She likes me. She's into me. I'm more than just a friend to her. This is unbelieveable. I gotta be dreaming._

Unnerved by the silence, MJ said "Peter, please say something."

Peter thought _Only one thing to do now._ "MJ, I..um...I have a thing for you too."

Mary Jane smiled wide with excitement.

"You do!"

Peter admitted "I've had the biggest crush on you since, like, ever. I was into you before I was even into girls."

On cloud nine, MJ said "Wanna be my boyfriend?"

Peter said "You're serious!?"

MJ said "Of course."

Peter now looked a little down.

"I don't know if that's such a good idea. I'd like to, but we live in two different worlds. You're the most popular girl in school and I'm a total geek."

MJ said "So. You're the only guy I know who really gets me. I wanna be your girlfriend and I don't care if you aren't one of the popular crowd."

Peter asked "What about Flash, Liz and Betty. Aren't you afraid what they'll think?"

MJ said "Look, Pete, I like you. I wanna go out with you and that's all there is to it. My other friends will just have to accept that."

Peter said "What if they don't?"

MJ said "Then they were never really my friends to begin with."

Peter said "I...I can't believe it."

Smiling, MJ said "Believe it."

They leaned toward each other until their faces were practically touching.

Peter said "I feel like the luckiest guy in the world."

MJ said "Face it, Tiger, you just hit the jackpot."

With that they kissed.

* * *

 **Midtown High, the next day...**

Mary Jane is in the cafeteria at the popular table. What's unusual is that Peter is with her. This does not sit well with her other friends. As the two sit down Flash, Liz and Betty give them puzzled looks.

Betty said "MJ, like, what's Parker doing here?"

MJ said "I invited him."

Flash said "You invited this loser!? Is this a joke?"

MJ said "FYI, that 'loser' has been my best friend since I was five years old and now he's my boyfriend."

The whole table went so quiet you could hear a pin drop. The first to find their voices were Flash and Liz, both of whom are totally shocked.

Flash said "Parker!?"

Liz said "Boyfriend!?"

Peter sat in nervous silence as MJ said "Yes, boyfriend. And I'd appreciate it if you were nice to him from now on."

Liz gets up and points to the girls restroom.

"MJ, my office, NOW!"

* * *

 **Girls Restroom, a short time later...**

Liz and MJ are alone and having a one on one chat.

"MJ, what the hell!?"

MJ said "Look, Liz, I like him. He's always been there for me."

Liz said "He's the biggest loser in school."

MJ said "What makes him a loser, Liz? What about him gives you, Flash, and everyone else the right to treat him like he's not even human?"

Liz said "Well, let's see. One, he's a total brain. Two, he sucks at sports. Three, he has horrible fashion sense. Four, he's...well...Look, just tell him it was a joke. Maybe you won't be an outcast if everyone thinks you were pranking him."

MJ angrily said "What the hell is your problem, Liz?"

Liz said "What's yours? Dating Peter Parker is social suicide and you know it. Do you want everyone to hate you?"

MJ hissed "Is that a threat?"

Liz said "No, but that's how it goes. We're too popular to date nerds."

MJ spat "Liz, grow up."

Liz said "Do you realize what you're doing? I'm your friend and I'm trying to help you."

MJ said "You can help me by giving my boyfriend a chance."

Liz asked "What do you see in that geek, anyway?"

MJ said "I see. I shouldn't date a guy who's smart, decent, caring and supportive."

Liz said "Not when he's such a loser that just talking to him makes you a social outcast."

MJ said "That has got to be the most childish thing you've ever said. Are you actually saying we're not friends anymore?"

Liz said "What choice do I have, MJ?"

MJ said "You could choose to have my back."

Liz says nothing, which tells MJ everything.

"I see. That's how it is, then."

She angrily starts to walk away.

"Have a nice life, Liz."

MJ leaves, practically slamming the door behind her. She sees that Peter is no longer at her table.

"Where's Peter?"

Flash snorted "That geek. We told him to get lost."

One of Flash's buddies added "Yeah, we were gonna kick his ass otherwise."

MJ angrily picks up her tray.

"Nice knowing you, you immature jerks!"

She heads over to the table where Harry is sitting with a visibly upset Peter.

Peter said "I knew this would happen."

MJ sits right next to him.

"Sorry about that."

Harry said "I saw what happened."

MJ said "How could I be so stupid? I thought they'd give Pete a chance if he was with me."

Peter said "It's okay, MJ. So your other friends don't like me, so what."

MJ said "I can't believe I thought those assholes were my friends. Screw 'em."

Harry said "Whoa! You chose Peter over the Barbie and Ken squad! That's pretty cool, MJ."

Smiling, MJ said "Thanks, Harry."

"Ahem!"

Peter, MJ and Harry turn around. Standing behind them is a girl with long blond hair and blue eyes. She's wearing a Black Flag T-Shirt, shredded jeans, Doc Marten boots and spiked bracelets.

MJ said "You wanna piss on my boyfriend too?"

The girl said "Actually, I wanted to tell you how impressed I am. You're the last person I expected to stand up to those bitches and that neanderthal Thompson. You go, girl!"

MJ smiled at the praise.

"Thanks."

The blonde punk rock girl said "Don't mention it." She held out her hand in greeting. "My name's Gwen, by the way. Gwen Stacy."

MJ shook Gwen's hand.

"Mary Jane Watson, but everyone calls me MJ. This is my boyfriend, Peter, and our friend Harry."

Gwen said "Nice to meet you guys."

Harry said "You wanna sit with us?"

Gwen said "Sure thing."

MJ smiled. Sure, she lost her 'cool' friends, but she now has a boyfriend. Also, Gwen seems pretty cool. In a 'leave me alone or I'll f$%& you up' kind of way.

* * *

 **Parker house, evening...**

Peter is in his room on the computer. He can't believe what a great day he just had.

 _I don't believe it. MJ's now my girlfriend, she knows I'm Spider-Man and is totally cool with it. She's so into me she actually told the mean girls and cave men right where to stick it. Top it all off with the fact that we even made a friend who's a total badass._

Just then, he hears a tap on his window. He looks and sees that the window to Mary Jane's room is open and she's signaling to him. He opens his window and they talk.

MJ said "What're you up to,Pete?"

Peter said "I was online looking for a job."

MJ said "You already have a job."

Peter said "I meant one that actually pays. I'd like to take you someplace nice."

Smiling, MJ said "I don't need a fancy restaurant when I have a guy like you."

Peter said "Yeah, but still."

MJ said "Won't that interfere with your...other thing?"

Knowing what she meant, Peter said "Yeah. I'm trying to find something with very flexible hours."

MJ said "You like photography?"

Peter said "Yeah."

MJ said "I have an idea."

She mimicks the web shooting gesture with her hand. Peter gets one of his web shooters. MJ holds up an issue of the Daily Bugle.

"Catch."

She tosses the rolled up newspaper. Peter snags it with a web line.

"Turn to the ad section."

Peter turns to the advertisement page. What he sees makes his eyes go wide...

 _Cash reward for pictures of Spider-Man in action._

He looks at MJ. She said "I figure if you need money might as well get it in a way that doesn't interfere with the other stuff."

Peter said "MJ, you're a genius."

Blushing, MJ said "Thanks."

At this point, they hear police sirens. Peter looks at MJ, who gives him an encouraging look.

"Go get 'em, Tiger."

Moments later, Spider-Man is off to save the day.

* * *

 **Osborn Condo...**

Norman Osborn is looking at another image of Spider-Man on his computer.

 _Of course. If I can capture Spider-Man, then I can develop a working Super Soldier Formula. And I know just the man for the job._

Norman picks up his phone and dials an international number.

"Hello, Mr. Kravenov..."

 **To Be Continued...**

 **Next Time**

Spider-Man is targeted by Sergei Kravenov, aka Kraven The Hunter.


End file.
